Wonderwall
by weaponofmasscreationn
Summary: One ordinary girl. One huge change. Thrown into danger at every turn, alone and afraid, she'll have to save herself if she wants answers. Are you ready for an adventure? (OC. Slightly AU. Follows movies.)
1. Chapter 1

_**Hey guys, thanks for clicking :) I've just gotten into the Avengers movies and thought I'd take a stab at writing something about them. So basically, this story will travel through a few of the movies, following the adventures of my OC, Holly. I won't give away the story, so you'll just have to read on and find out.**_

_**This chapter and the next will be just introducing Holly, and then things will pick up after that. **_

_**Hope you like :)**_

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><p>In the beginning, there was darkness.<p>

For a few hazy moments after she awoke, there was nothing. She couldn't see, couldn't hear, couldn't feel. All she knew was that she was alive and awake. Unconnected pictures and words swirled around in her mind, and she was unable to form a coherent thought. And then, through the murky blackness that was her mind, there came sounds.

Just noises at first, muffled and unrecognizable. They gradually became sharper, more distinct, and after a little while she was able make out a few words.

"Boot-up... Slowly... Hear me... Holly..."

That word, 'Holly,' was repeated a few more times. Just as she was starting to recognize the voices, she realized she knew the word, too. It was hers. Holly was her name. And the voices were her parents.

The hopeful voices had faded to worried murmurs just as she tried to grasp them in her mind, which was starting to work again. Not wanting to lose them, she tried to part the darkness that seemed to enfold her everywhere, and briefly wondered if she'd gone blind. No, there was a crack of light. It widened slowly, and then suddenly the darkness was gone and the light was blinding her and she let out something that sounded like a groan, only it sounded nothing like her voice. It sounded more like screeching metal.

But she had no time to dwell on that, for as soon as the sound left her mouth, two heads blocked out the horrible light and she was straining to focus. Her eyes were acting strangely, blurring and sharpening and blurring again, like her camera did when it was having a spaz attack. But her ears were working fine, and she struggled to make sense of the gabble that was coming out of her parents' mouths.

"... Holly, say something. Can you see us? Can you hear us? Can you move your fingers and toes? Holly?"

"Slow down, she won't be able to understand you."

Now that she thought about it, could she move her fingers and toes? She tried and was distantly alarmed that she couldn't even feel them. What had happened to her?

Eyes finally focusing, she stared up at the familiar faces of her parents. Mother, face pale and lined and worn out, bits of hair hanging limply by her ears. Father, frowning and determined, sweaty and exhausted, hair sticking up all over the place, and holding a screwdriver. Wait, a screwdriver? Yes, that's what it was.

She blinked slowly, eyes flicking from one face to the other, as her father placed a hand on her cheek. Another moment of distant panic as she found she couldn't feel it.

"Holly? Can you hear me, sweety?"

She tried to move her head, but her body didn't seem to want to work. So she tried to talk, and though that worked better, all she could get out was a croaky "Yehhgh."

That appeared to be good enough for dad, who turned to mother and grinned excitedly. "She's awake!"

Mother's eyes filled with tears and she clasped Holly's numb hand in hers. "Oh, Holly! I can't believe it worked! My baby's alive!" She broke down weeping and pressed Holly's hand to her lips.

That's right, she had been dying, hadn't she? She vaguely remembered lying on a hospital bed, her parents whispering nonsensical things about brain patterns and electrical charges while she drifted in and out of consciousness. After the doctors had confirmed her limited time left, they had asked her all kinds of strange questions, but she couldn't for the life of her remember what they were. All she knew was that her answers had been yes.

She desperately wanted to know what was going on, but the only sound she could make was an faint "Mmehhl..." She started to panic. Why couldn't she talk? Why couldn't she feel anything? What was wrong with her?

Something beeped out of her view and her father appeared over her again, steady and reassuring. "Its OK, its OK. Don't panic. You're going to have to breathe now. Can you take a deep breath?"

She wasn't breathing? How had she missed that? Actually, that wasn't surprising, seeing as she couldn't feel anything anywhere. She could be suffocating right now and not know it.

"Holly, baby, come on, you can do it. Take a deep breath."

She tried to remember what breathing felt like. She just had to suck in some air, that was all. She knew how to do that. She stared up at the faces above her, concentrating with all her might.

"You can do it, honey." She saw, rather than felt, father slip a hand under her head. "Breathe in. Come on. Breathe. In."

For a moment, all she could see was her father's expression go from hopeful to worried as she failed to breathe. She strained, trying to move her numb chest. And then, it came.

The air rushed through her like nothing she had ever felt before, and a whirring started up in her chest like the beating of a hummingbird's wings. And then her body seemed to spring to life, and she could feel and move and now she was nearly jumping off the table and gasping for breath. She could now feel her fathers other hand supporting her torso as she tried to catch her breath. How had she not been breathing? Now the air couldn't come quickly enough.

Her parents were laughing and crying for joy, and they seemed to crowd her as the expressed what was obviously amazement that she was alive. They were talking at once, asking question after question that she couldn't even hear properly, let alone answer. Finally, Father placed a finger on Mother's lips and both were silent.

"Holly, say something," he asked quietly, taking her hands in his. The sensation felt strange, like half her hand was still numb and the other half had pins and needles. She looked down, puzzled, and saw them for the first time. Saw her hands, which weren't her hands, clasped in her Father's protective grip. Saw her arms, her uncovered chest, her legs. The panic was back, and her father must've seen it, because he squeezed the foreign hands and forced her to look at him.

"Holly, don't panic, OK? Don't panic. You're fine, your safe. Calm down. Look at me. You're alright. Jenny, get me a mirror."

"Are you sure?"

"Mirror, now, please."

Mother was soon back with a small, handheld mirror, shiny side down. Father took it and held it out. "Do you want to see your face?"

Holly nodded, trying to suppress the fear that threatened to consume her mind, and slowly took the mirror. She turned it the right way and held it in front of her face, fingers clenched awkwardly around the frame as she tried to comprehend what she was seeing.

It was her face, but not her face. Her features were there, but her skin was wrong. It wasn't skin at all, but some kind of stretchy rubber or plastic, the same stuff that covered her palms and, from the feel of it, the bottoms of her feet. But around her jawline and continuing down her neck was the same metal that covered the rest of her body. Clean and white and shiny it was, all fine lines and sharp edges at the joints, a few random black markings that seemed to serve no purpose. She touched her chest where she could feel the hummingbird beat deep inside her, too fast for a regular heartbeat, somehow able to feel the light touch through the metal. Shocked and terrified, all she was able to make out was a choked "What?" before she dropped the mirror, metal arms shaking.

"Holly, its OK, don't panic!" Her mother dove for the broken shards of glass as her father tried to pacify her. "I know its a shock, but you agreed to this, remember? You knew what we were going to do. Just breathe, darling, you're fine. Calm down."

She agreed to this? When? How? And what was 'this', anyway?

"W-what happened?" she stammered, her voice sounding strange and mechanical in her ears. "Why do I look like this?"

"It was the only way to save you. Your body was shutting down, and there was nothing the doctors could do. So we downloaded your brain and put in here." Mother tapped Holly's head, smiling proudly. "It took a while, but your father finally managed to get you working. You're state of the art. The first one. You, my girl, are the future."

State of the art. Girl of the future. None of it made sense. "So I'm a... a robot, now? You took my mind and put it in a metal suit and now I'm a robot?"

"Android, not robot," father corrected. "We went through the design specifications with you, remember?"

"No." She shook her head, the movement stiff on her little-used neck joints. This was going to take some getting used to. "No, I don't remember. What happened to me?"

Her parents shared a look, both worried, and Mother spoke up hesitantly. "You did something to yourself- overdosed on your meds, I think- and all of your organs started shutting down. We had barely any time to think, let alone try to keep you alive. So we got everything ready. Your dad already had most of the equipment, and almost everything else came out of his old sci-fi notebooks. When we were ready, we told you what we were going to do, you gave us the go ahead, and so we did it. We saved you."

"Hopefully you should start remembering soon." Dad checked something on a computer screen, tone positive. "Your brain patterns and storage center are mostly intact. There's just a few broken links, but you should make new pathways in a day or two." He hesitated, seeming to weigh up whether he should say the next thing or not, and eventually decided to go on. "However, I would like to run some tests to make sure. You will need to be deactivated for them."

"Already?" Her mother started to protest, but then she stopped herself and sighed, taking Holly's strange metal and plastic hands in her own flesh ones. "Is that alright with you, darling? You'll just be asleep for a while so we can do a few scans and things."

Holly nodded slowly, her mind whizzing with everything she had just learned. It was all so sudden, and she was definitely finding it hard to cope. Maybe sleep was exactly what she needed. Or if not sleep, at least peace.

She let them lay her down again, keeping her eyes fixed on a point on the far wall, and felt her fathers fingers find a switch somewhere behind her ear.

And then, once again, there was nothing.

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><p><em><strong>And there you have it- the first chapter. Please review and tell me what you think. Opinions? Ideas? Suggestions? I'd love to hear them all.<strong>_

_**See you in the next chapter!**_


	2. Chapter 2

_**Hey guys, sorry for the long wait. I wasn't sure how to continue this, but I've since plotted out most of the story and now i think I've got it. I think I should tell you now that it will only follow the Phase 1 Marvel movies, not the ones coming up. Just thought I'd put that out there, in case you guys notice any discrepancies in later chapters.**_

_**Who else is pumped for Age of Ultron? Cuz I sure am. I've been watching that trailer and leaked clips over and over. Dis gon be good!**_

_**Anyhoo, lets get on with the story. I don't own Marvel, but Holly is mine :)**_

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><p>The next few days were spent in a strange state between waking and sleeping. At least, she presumed they were days. The light never really changed, and the only reference she had to the time passing was the occasional glimpse of her fathers face staring over her, harried and tired. She became accustomed to drifting in and out of consciousness as her parents worked on her artificial brain, trying to reestablish the connections lost in the transfer.<p>

Artificial brain. In her conscious moments, she still had trouble wrapping her mind around that term. While she was never awake long enough to think about it properly, she was desperate to know what she was missing. How on earth had she gone from flesh and blood human to robot? What had happened? She needed answers, but she would have to wait until she was working properly.

On what she estimated was the fourth day since her activation, she opened her eyes to see both her parents looking down at her, excitement written all over their tired faces. She took a moment to evaluate her mind and found that her parents had done a terrific job. It now felt clearer, sharper, like she had actually had a good sleep for once. God, she hadn't seen felt this good since... since...

She frowned, or tried to. She thought she felt herself make the movement, but when she raised her strange , rubbery hands to her hard shell of a face, there were no irregularities. Her face was expressionless, like a barbie doll. For some reason this scared her more than anything that had ever scared her before. Her hands started to shake.

"Hey, hey, hey!" Father grabbed them and pressed a kiss on the back of her left one. "It's ok, Holly. It's ok. Don't panic. We're here."

She took a deep breath, focusing on the hummingbird inside her chest as it beat faster than a human heart should. Everything about her was wrong, but it was occurring to her that she would have to out up with it. This was going to be her for the rest of her life, and she would have to learn to be grateful. After all, it was either this or death.

At that moment, she wasn't sure which fate sounded worse.

"Holly, can you tell me how you feel?"

How she felt? How was she supposed to answer that? Physically, she felt good. Energized, ready to do anything. The sense of touch in some places and lack of it in others was a bit unnerving, but overall she had nothing to complain about. Mentally and emotionally, though? She was still confused and afraid, trying to make sense of what had happened to her. She could hardly remember anything about her life and was unable to make sense of anything she could remember. And at the back of her mind, there were these feelings of anger and sadness that she couldn't quite place. So how was she feeling?

"Fine," was her well thought out answer.

"Good!" Father glanced at mother, and Holly could see the conflict in both their faces. "Do...Do you remember anything?"

She looked down at their clasped hands, artificial eyes auto-focusing on their extreme differences- his, large and hairy, all uneven skin and red knuckles, and hers, small and white and hard- and tried to think about her life before she woke up in that room.

Slowly, little bits and pieces began to trickle through. The first thing she saw was a flash of orange, and the splash of water.

"I remember a goldfish," she said, smiling at the memory. The quiet scrape of metal and plastic wiped the grin off her face, though, and she put a hand to her lips, feeling the joints and hidden layers around her jawline that allowed her to move her mouth. "A-a goldfish named Rory. He died."

"You were 4." Father squeezed her hand comfortingly. "And you were absolutely devastated."

"It took us forever to convince you to flush him away," Mother piped up.

That one memory seemed to have opened the floodgates. Disconnected pictures flooded her mind and pulsed behind her eyes. She tried to focus on one at a time as insistent beeping started up on one of the consoles near the table.

Mother ran to it and glanced through the readings. "I think she's broken through! Holly, whats happening in your head?"

"I think I'm remembering." She closed her eyes, latching on to one memory and expanding it so that it was playing like a movie behind her eyes . "Did we have a dog called Pluto?"

"Yes!"

"He was an Irish Setter, always so loving, and a great watchdog. I used to brush his hair every night..." Here she faltered as the rest of the memory revealed itself. "He... He was run over by a car. I cried every night for 6 months."

"Yes, the loss of Pluto really hit you hard." Father stood up and smiled joyfully. "Well, it looks like your memories are fixed. Are you ready for the next step?"

"What next step?"

"In your recovery, of course! We need to check everything. Your speech and recollection is perfect. Now it's time for standing and walking. Are you ready?"

"Yes." She let him pull her off the table and gingerly steadied her feet on the ground. When she was sure she was balancing correctly, she let go of his hand and stood up straight.

"Good!" Father clasped his hands together and stepped back. "Can you walk?"

Holly nodded slightly and looked down at her feet, white and shiny, with a sensitive pad on each sole. She remembered walking. She could do this.

She raised one foot off the ground and brought it back down in front of her, then transferred her weight onto it and repeated it with the next foot. And the next, and the next. The pistons in her legs hissed almost imperceptibly as she walked slowly across the room. She could do it.

"Well done, Holly!" Father pulled her into his arms and she awkwardly wrapped her white arms around him. She could feel his warmth enveloping her like a blanket, and for some reason it felt strange to her. But she let it happen, not wanting to let go.

Over his shoulder, she spied a full length mirror attached to the wall. Her arms fell and father turned around and followed her gaze. "That's for you, when you're ready."

"I'm ready," she said.

So he let her go, and she walked, pistons hissing, to the mirror, bracing herself for whatever she might see there.

Her design was smooth for beginners, she'd give them that. She had seen more sophisticated androids in scifi movies, but then this wasn't a movie. Her pistons and connecting cords and joints were a start, and there was always room for improvement.

"I'm very... flat," she murmured, running her hands over her plastic torso.

"Well, we were economizing. And we thought you'd like a more streamlined look." Mother approached her slowly, timidly. "We can always adjust things for you if you're not happy, I mean it's quite easy to alter your form to match your old body. If you want us to."

"This is fine," she reassured her, turning to the side. "Thank you." Leaning closer, she examined her face, noticing the intricate details that allowed her movement. The way her mouth firmed words. The way she opened and closed her eyes, pretending to blink, for that was something wasn't needed anymore. Her eyes were the same boring hazel they always had been, and she thought that maybe she would change a few things after all. She had always wanted green eyes, like her brother. Ethan had gotten all the good features, like the thick curly hair and the tanned skin and the charming grin, while she was stuck with the dull brown hair and the washed out complexion. But then, Ethan had always gotten the good deal of everything.

The hair was authentic and looked fine; it could be changed later if she wanted to. But her eyes... Now those she wanted to change. The urge came from deep inside her and seemed to be connected to the strange sadness that seemed to reside in a corner of her mind that she couldn't access. Or didn't want to. She wasn't quite sure which one it was yet.

"Green," she said unexpectedly. "I'd like to change my eyes to green, like Ethan's." She fluffed her hair, not noticing her parents reactions, beginning to feel a little more comfortable now. "I mean, now I'm able to alter myself whatever way I want. Where is the big idiot, anyway? I thought he'd be here to gloat about my predicament. I'm expecting a lot of terrible robot jokes."

There was a clatter from behind her, and she turned to see her father standing empty handed with a notebook and a screwdriver at his feet, staring at her. Her mother had turned away with a choked sob and was sitting slumped in a chair in front of a computer screen, oblivious to the tools and paper that littered the desk.

"What? What did I say?" Holly took a few worried steps toward her mother, but stopped when a realization hit her. "Oh, wait... Ethan... But... B-but how..." She gasped as the memories hit her at full force, the image of a car wreck swimming before her eyes. "How did I forget that? Oh my god..."

A monitor started beeping as data streamed across its screen, and Father pulled himself out of the tearful silence that had engulfed the room and hurried over to it. His eyes widened as he glanced over the information and then turned to Holly, who was now looking rather unstable on her feet. "Holly, you need to calm down. Do you hear me? Calm down!"

"Whats wrong?" Mother called, wiping her eyes and rushing to Holly's side.

"Her emotional pathways aren't stable enough for the level of emotion she's feeling. If she doesn't get control, her whole neural net could overload!" He tapped a few things out on the keyboard and ran a hand through his hair, his voice tight with suppressed fear. "Talk to her and try to calm her down. I'll try and keep the links from breaking down."

"Holly!" Mother grabbed her shoulders, forcing Holly to look at her. "Please, I know its a terrible thing but please try to stay calm!"

Her arms were shaking now, and the anger and sadness from that corner of her mind were starting to become stronger. "But-But Ethan-"

"I know, I know." Mother started to cry, gripping her shoulders tighter. "I miss him too, but it's in the past. Please, try to calm down."

Holly shook her head quickly, trying to get rid of the building pressure brought on by her strong emotions. "No, mom, you d-don't understand. I-I have t-to t-tell you something-"

"Jenny, she's about to have a cascade failure!" came her father's panicked call.

"What do I do?" Mother cried, trying to keep eye contact with Holly and look at the computer screens at the same time.

"Nothing. I'm going to have to shut her down. Bring her to the table."

"Ok. Holly, come with me."

"B-but mom... Wait, mom! I... I have t-to tell you..." Holly tried to fight, to concentrate, but she didn't seem to be able to get the words out. She let mother drag her back to the table, still protesting faintly, as the pressure in her mind increased and the flurry of emotions threatened to overcome her.

"I'm sorry, darling, but we have to shut shut you down before you burn out your circuits." Mother squeezed her hands and kissed her forehead, then glanced back at Father. "Do it."

Holly clutched her mothers hand, desperate to get the words out. "Wait-"

But father was already typing in the sequence, and the words died on her lips as the pressure released and her mind began to fade.

_"It was me..."_

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><p><strong><em>Ohhh, a little bit of a cliffhanger!<em>**

**_Ok, things may seem confusing now, but it will all come out soon. The next chapter is going to be a bit different, so just hold on. I've read somewhere that readers don't really care that much about an OC cuz they don't know anything about them, but I'll try to keep it interesting enough for all of you :)_**

**_Please review and tell me what you think._**


	3. Chapter 3

_**Hey hey hey, I'm back!**_

_**So I went and watched AOU a few weeks ago and it was SO GOOD. I mean there were bits i didn't like and I had to delete a lot of this story's future plot because of it, but it was such a fun ride! Now I'm extra excited for Civil War and Infinity War and the upcoming Ant Man, which by the way will have Peggy freaking Carter in it if you didn't know already! Also Civil War spoilers are making me cry and I'm so pumped to see Bucky again, like you can't even imagine.**_

_**But anyway...**_

_**This time round, we open on a completely different scene. We meet the bad guys *gasp* and start setting up some plot stuff.**_

_**Read on!**_

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><p><em>Metal, glinting.<em>

_Engine, roaring._

_Wheels, spinning._

_Angry._

_Blades, cutting._

_Angry._

_Doors, slamming._

_Moon, shining._

_Afraid._

_Wheels, spinning._

_Spinning, never stopping._

_Road, gleaming._

_Eyes, watching._

_Voices, screaming, screaming, screaming..._

_Too late._

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><p>Her eyes snapped open and Holly sat up sharply, ears ringing. In the few seconds it took for her eyes to adjust to the semi-darkness of the room, she could tell that she was somewhere else. The table was different, the room was almost empty, and the only light came from the millions of blinking lights and a screen turned away from her in a corner of the room, the whole arrangement protected by a wall of glass and a hinged door. Another few seconds, and the noise in her ears cleared and was replaced with the muffled sound of some vehicle overhead. A train, she decided as it started to fade. She was under a railway line.<p>

"Dad?" she called haltingly, still not used to the mechanical sound of her voice. "Mum?"

Movement from the booth in the corner; a figure sprung upright and reached across to flick a switch, and immediately the room was flooded with light. Holly shielded her face as her ocular implants tried to adjust to the sudden brightness, and a muffled "sorry!" was heard from the booth before the lights were dimmed. "Where am I?" she asked, looking around the barren room in confusion. "Where are mum and dad?"

"Amazing..." the man- for that's what it was- breathed, leaning up against the glass. Holly squinted at him, trying to see him properly, and wondered if he could hear her.

"Um... Hello?" she called, swinging her legs over the side of the bench. "Who are you?"

He backed away from the glass, pressed a button near him and spoke a few words, then nearly fell over himself in his excitement trying to get out of his little glass booth. When he finally managed it, he approached Holly slowly, as if she was an animal he was attempting not to startle. "So agile. And articulate!"

"What am i doing here?" She could feel the frustration building, but was aware from previous experiance that an outburst of emotion was probably not a good thing right now. Patience. Just stay calm.

The man nearly skipped in excitement, smothering a tiny giggle that sounded very strange coming from him, and visually attempted to compose himself. "You were brought here for examination. We've been waiting for you to boot up properly for days!" He stepped closer, looking almost afraid. Now she could actually see him, she realised that he was young, probably only a few years older than her. He was average height, clean shaven, dark haired, dark eyed and the air of a geek who had just discovered an awesome video game or computer program or figured out a complicated formula.

Holly cocked her head at him, completely lost. "Did my parents hire you?"

"Parents? You mean creators?"

"No. Well, yes and no. My mother and father. They kind of- yeah." She stopped, too confused to keep up with her train of thought. "Where are they?"

"Oh, well, er..." His face fell as he seemed to remember something. "Your cre- parents... Aren't here anymore."

"What do you mean?" She slid off and took a few steps toward him, and something fell from a hidden crevice onto the floor- a USB stick, blue and silver and hastily scribbled on with biro. She looked at her arm and shut the little compartment that had opened up, and stooped down to pick up the stick.

'Holly- important' it read, the words gone over a few times in pen and smudged with grimy fingerprints.

"Dad's handwriting," she whispered. Suddenly, she had a terrible feeling that this was more than a change in location and extra help.

"Hm, what's this?" The man took it from her and studied it carefully, mouthing the words written on it and frowning. "Holly? Who-?"

"Hey, that's mine!" she cried indignantly, lunging towards it and managing to grab it before he realised what she was doing.

He stepped back, eyebrows raised. "Hm, protective of possessions. Capable of taking offense. Perhaps other emotions are possible." A pause, then, "I must write this down."

He turned on his heel and disappeared back into the glass booth, scrambling around for something while Holly just watched, stunned. He's just talking about me, like I'm some kind of object. She bunched her hands into fists and considered shattering the glass of the booth. She could probably do it. Ha. She smirked. That would certainly get his attention.

The door opened just as she had decided to go through with it, and three men walked in. Holly stepped back instinctively and the man in the booth sprung up, holding a tablet. "Ah, Doctor Eiji! I finally got her working!"

He did, did he? Holly felt a spark of annoyance, but stood impassively and fingered the USB stick. She did not want this to be discovered by whoever these people were, with their ominous black clothes and stiff white lab coats. They were Asian, probably Chinese or Japanese, and looked stern and intimidating and... well... like bad guys. Holly felt a little guilty for thinking it, but it was true. She had nothing against Asians in general, but this was starting to feel like an action movie, and she was pretty sure that these would be the villains at this part of the movie. They sure looked the part, anyway.

One of the scientists- well, she assumed they were scientists, with their coats and all- asked something of the man in the booth, who answered in a halting, broken version of the language, his excitement evident. At length the scientist stopped him, irritation spreading over his face, and gestured to his friend on the right. "Please... speak to him. You speak bad."

Holly nearly laughed, but managed to keep her expression neutral.

Booth-man didn't even blink. He simply turned his attention to the translator and started talking again. "She was running some kind of program before, and that's why I couldn't boot her up properly. It seems the program was keeping her in stand-by while it protected her hard drive from what looked like overwhelming surges of energy in her neural net. Eventually the energy died away, her memory centre did a back up for good measure, and she booted up without a problem." He cleared his throat and waited for the assistant to finish translating before continuing on. "I've examined her at length and found her design to be unlike anything I've ever seen before. She's certainly superior to any known technology in the world and has unestimatable possibilities for our own technological advancements..."

As he continued to rave about her processing power and brain design and numerous things she didn't understand, Holly felt anger start to surge through her, along the circuits and whatever else was inside her, from her chest to her head. Pressure began to build behind her eyes, and something in the glass booth began to beep alarmingly.

"Woah, woah, woah!" Booth-man broke off in the middle of his fanboy moment and dashed to his machines. "There's another surge building in her net! I don't... I don't know what's going on..." He stuck his head out and stared at her. "What are you doing?"

"I-I'm not... I'm sorry..." She closed her eyes and took a deep breath, then smiled wryly at the very human reaction. It seemed to work though, and the pressure began to receed. The beeping stopped, and the Asian scientists conversed among themselves until they all came to an agreement.

"It is time we examined her fully," the leader told booth-man, who whose eyes widened at the words.

Holly backed away as they stepped towards her, fear blossoming in her chest. Her fingers tightened around the USB stick. As much as she hated the thought of being poked and prodded by anyone, she realised that she would much prefer booth-man than the scary scientists.

They seemed to noticed her reaction and started to mutter among themselves. Then one of them broke away and asked her in very polite, broken english, to get on the table.

She shook her head helplessly, pressing up against the table in an effort to escape. "P-please..."

Thankfully booth-man came to her rescue. "I was hoping I could do the examination myself," he said quickly, approaching the group. "She trusts me, and i wouldn't like to imagine what might happen if you frightened her."

"Frighten her?" The translator scoffed and exchanged a few words with the leader. "It is a machine!"

"A very human one, sir, who already shows signs of preference and possessiveness. I'm not sure-"

"What do you mean, possessiveness?" the Translator interrupted. "Possessive of what?"

Booth-man's eyes met Holly's for a brief moment, and she realised that he could sell her out right now. They would take away the USB, the only familiar thing she had to hold onto now, before she had a chance to see it. As horrible a thought as it was, the fact that this was the only thing she had left of her parents had crossed her mind. And now even that was about to disappear.

She stared at him. Shook her head slightly and pleaded with her eyes as if it would even make a difference. As if he would be abke to know what she was thinking behind her artificial shell. Her fingers were wrapped so tightly around the little device that she feared she would crush it in her plastic/metal grip. And then, the man's gaze softened slightly, and he looked back at the scientists and gestured towards her. "Well, she likes her own space and doesn't want to be touched without permission. Can't you see that she doesn't seem very favourable towards you?" He gestured to her, and she tried to stand a little straighter. "I believe the energy surges may be the beginning of emotional awareness, and until I'm certain, I'd like permission to do the examination on my own. I know how to treat her, and i know i will get full cooperation out of her. I will record a full report, of course."

"You." One of them pointed at her. "Is he telling the truth? Do you have a preference in who examines you?"

"Yes." She was careful to keep her voice level and monotone. "I only want him." Honestly, at this point she would've been happy with anyone besides them.

The leader sighed impatiently and nodded. Beckoning to the others, he lead them out and shut the door.

As soon as they were gone, the man came forward and bent down, peering into her eyes. "You're a very interesting specimen. So very... human."

"I'm not a specimen." She gave him what she hoped was a withering look and pushed herself off the table, making him back up. She stuck out her plastic/metal/rubber/whatever hand and met his gaze. "I'm Holly Brennan, and i would appreciate it if you didn't refer to me as an object."

He timidly shook her hand, his expression curious. "Er... Dr Earnest Lowell. I-I'll try not to."

She smiled at him then, wondering what her teeth looked like as she did. She hadn't gotten a chance to see back in the other lab... Her eyes widened and she brought the USB stick out from behind her back. "You wouldn't have a screen i could use, would you?"

* * *

><p>In about 2 minutes, they were crowded into the tiny corner booth, the USB was plugged in, and booth-man- no, Earnest- pulled up the first file- a video titled with gibberish. Too lazy to name it properly? Not enough time? Holly felt the dread start to curdle in her gut. None of her questions had been answered, and now that she was facing a possible outlet, she was afraid to know. Everything was pointing to something disastrous.<p>

Earnest pressed play.

Loud noises filled the booth, and Earnest scrambled to turn the speakers down. Holly could make out shouts, curses, things falling over, and as the picture came into frame, she was faced with the room she had first awaken in. Her table was to the side, and... was that her, lying there, completely still? A lifeless, shiny doll, cords running out of her head and connected to a computer positioned nearly off-screen. Holly lifted a hand to the back of her neck and felt the neatly-concealed power sockets that had been wired up just a few days before, in that very room. That very room which was now scattered with papers and equipment and cords and broken things, while blurred figures dashed here and there, yelling unintelligible things.

"Is it recording?" came her mother's voice, achingly familiar, tinged with panic. "The button is red... Quiet over there! Mary, leave that and help Max! Come on... Ah!" The screen shook a little and mother appeared, hair a mess, tears staining her cheeks. "Holly, my darling..." she glanced behind her, at the girl on the table, before turning back to the camera. "We don't have much time. We've been discovered and i don't know what's going to happen. We're going to run, that's all i know. We're taking you with us and maybe everything will be ok and maybe we don't need this video, but just in case... If something happens to us and they get you, i want you to know how much we love you. Whatever happened before this, whatever you think you did..." She choked back a sob and covered her mouth with her hand, and Holly mimicked the action, her chest tightening. "I'm sorry. I'm sorry for everything, and i hope you can find it in your heart to forgive us. And don't forget that we lo-"

There was an explosion somewhere off camera, the picture shook violently, and a scream was heard, prompting the people in the room to finish what they were doing and run. Father came on screen then, harried and terrified, rushing up to mother's side. "They're here. We have to go. We have a few minutes to get to the jet. Holly, if you're watching, this USB contains all of my research. Your plans, future ideas, expansions, inventions, everything. Keep it safe. You may not even need it, but if you don't see us when you wake up... well..." He sighed. "We love you. See you later."

The video cut out, leaving Holly stunned and starting at the screen, as if unable to believe that it was gone.

"I'm sorry."

Holly started- she had forgotton the scientist next to her. The tightness in her chest was growing every second. "Wha... What happened?"

Earnest sighed and rubbed his temples. "I don't know a lot about the situation, but i think your cre- er, parents... I think what they were doing was illegal. Something about medical procedures and whatever was involved in making you. And then we heard about it, and the big guys got interested, and we got in before the government could and here you are."

"And my parents?"

"There's no easy way to say it, but-"

"H-How did they die?"

"As far as i heard, they were 'uncooperative' and 'got in the way'."

The tightness turned into a burning. In her chest, in her stomach, behind her eyes, like her insides were melting. Her hands were shaking and her head was shaking and she couldn't see, she couldn't see...

The beeping started up again.

"Oh, God." Earnest groaned and started hitting buttons. "Please not again, please Holly, don't do this." He rounded on her, grabbing her hands and shaking them. "Holly, stop whatever it is you're doing, you're going to overload and your circuits will fry. Do you hear me? You're gonna die, dammit!"

She heard the words, tried to understand them, but there was too much noise in her ears. All kinds of emotions were ripping painfully throught her head- anger, hurt, fear, overwhelming sadness- burning a trail behind her eyes, conjuring up twisted pictures and screaming voices. Nothing was real, nothing was solid, but everything was right there, hammering her mind from every side...

Earnest watched helplessly as the girl twitched and shook and hyperventilated, scrolling text lighting up the computer screens around him and aggressive beeping pouring from the speakers, as if he didn't already know something was wrong. There was nothing he could do, he was a technician and she was a computer overload, but she could break his arm with one twist of her wrist and she was dying in front of him and he couldn't do anything... And all he could think of was panic attacks and this one episode on a TV show about werewolves.

So he grabbed the robot girl, pulled her towards him and planted his lips on hers.

* * *

><p>No-one could say for certain how long they stood there, lips pressed together, but Holly's head was starting to filter away the noises and pictures and instead register that something was happening on her face. The twitching stopped and the shaking stopped and finally the hands stilled, falling limply at her sides. The distraction was enough for her to focus on, and soon enough her brain was telling her that something was on her lips, and that they were other lips, and that they were warm, and that there was a man kissing her and she was underage and he was so going to prison for this-<p>

Her body kicked in then, and the resulting slap knocked him hard into the glass wall. Now she could breathe. Now she could see. The man was pressed against the wall, eyeing her fearfully, and she looked at her hand, and then at him, trying to make sense of it all.

"Wh-what kind of scientist _are_ you?"

"I-I'm sorry," Earnest stammered, "I saw it on TV, kiss someone to stop a panic attack. I didn't know if that's what was happening or if it would work on a robot but you were about to overload and i didn't know what to do-"

"Stop talking now." Holly planted both hands on the bench and just breathed. "I need... I need to stop doing that. God. I need to get out. I need..." She paused. "Where am I? Who are you people?"

"You're in the Technological Development Precinct of South Korea. Kind of hush-hush, lots of secret experiments done here. Doesn't sound like a secret organisation, but..." he shrugged uncomfortably. "The tech behind your creation is ridiculously advanced and i guess we decided we needed it."

"And... A-and you killed my parents to get to me?"

He cringed. "Not me personally, but yeah, i guess so. I'm sorry."

She could feel phantom tears welling up in her eyes, a remembered emotional response, but when she touched her face, there was no water. When she spoke, her voice was hollow. "What are you going to do with me?"

"Study you. Try to replicate the technology."

"To what end?"

"Well... I'm guessing that they want to make more of you. For workers or something. I don't know."

"So you're going to disect me, pull me apart, put me back together, and then clone me until everything that makes me an individual is gone. I'm going to be nothing but one in an army of mindless drones, created for slavery." She leaned against the wall, trying to keep the wall of emotion threatening to overcome her at bay. "I'm a person. I am a human being. You can't just do that me!"

"They don't see you that way."

"But you do?"

He swallowed, glancing at the computer screen where her parents' faces were frozen. "Half an hour ago i wouldn't have. But now... you are obviously not a mindless robot like we first thought. So yes, i guess i do."

"And you also see that i need to escape?"

"Ye- what?"

"I have to get out of here. I can't let them strip away all the humanity i have left. You, see that, don't you?"

His eyes were wide behind his glasses. "What you're asking is impossible. There's no way for you to escape from here. This is a high security compound; guards everywhere, state of the art systems, the big guys see everything. Nothing gets in or out without their permission. It's sealed."

"This is the part of the movie where i find out you're a hacker, right?"

He raised his hands helplessly. "Not me, sorry."

"Damn." The brief, stupid hope that had begun to flare in her chest abruptly flickered out. "Alright then. Show me a map of the complex."

Earnest moved for the computer, then paused and looked up at her. "You're going to try to escape."

She blinked. "You expected anything else?"

He ran his hands through his hair, his voice tight. "I can't help you escape. They would kill me. They would kill you. This isn't a movie, ok? We can't just tiptoe around and magically slip out the exit and be free forever. Is that what you thought would happen? Becuse it won't."

"What do you expect me to do, then?" she yelled, frustrated. "Sit around and let myself be slowly killed in this place? I can't stay here!"

"Alright, alright..." he had his hands up again, and his expression was fearful. Perhaps he was afraid she might overload again. "We can work this out. Just stay here for a little while. Just wait. Can you wait?"

There wasn't really a choice, was there? Holly felt the anger drain out of her, faced with his hopeless situation. He was right , she supposed. If nothing else, she needed time to plan.

But she was going to escape. Eventually.

* * *

><p><em><strong>Not ending the story with someone falling asleep= bonus points.<strong>_

_**Tell me what you thought.**_

_**Next up- Stay tuned for escaping shenanigans and possibly the introduction of a Marvel character.**_


	4. Chapter 4

**_Hey folks. Thought I might come back to this for NaNoWriMo. Hope you're all doing well and that you're still with me. Shoutout to daisiesinthepages for your support and prompting- you're awesome :) Also thanks go to a sorceress girl and NOface for your reviews. _**

**_Love you all_**.

* * *

><p>Cables.<p>

Holly was really, really sick of the cables.

They jutted out from every angle, weighing her down. They pulled and jerked with every movement, wrapping themselves around her wrists and tangling in her hair. When she walked, they dragged out behind her like chains, like she was some kind of robot ghost. It was infuriating to be so tied down.

At first it had been exciting, seeing thing being plugged into sockets that shouldn't have been there. She was constantly surprised at the amount of space on her body that had been reserved for cables. But after a while it became irritating. More and more, it started to feel like an invasion of privacy. It was bad enough that she was basically naked all the time, even if she was only partly anatomically correct. But as time went on it started to become inconvenient and awkward, especially when Ernest was trying to find more sockets and both of them had to ignore the fact that if she wasn't made of plastic and rubber, he would be feeling her up.

Now Ernest- Ernest was always a surprise. Holly didn't quite know what to think of him. He was nice enough, she supposed. He didn't treat her like an exciting new toy like the Korean scientists did, when they deigned to make an appearance in the stuffy little lab to check on his progress. Although she could see what an amazing experience this was for him, he was always considerate, always making sure she understood what was going on and that she agreed with whatever he was going to do before he did it. And he was kind enough to let her go through all the files on her parents' USB stick and dumb enough to give her some privacy when she asked. It gave her a chance to realise that since her brain was basically a computer, she was able to download files onto it. Which she did, storing them away to be looked at later, at a much less stressful time; after which, she deleted the originals and quickly and resolutely crushed the little device under her heel.

Ernest wasn't too happy, but there was nothing he could do about it.

The important thing was, he always tried his best to make her feel comfortable, and she appreciated it greatly. But at the same time, he was a scientist tasked with assessing and dissecting her (if necessary) for the purpose of replication. And that was never going to change. No matter how kind and considerate he tried to be, there was no escaping the fact that he was going to use her and strip away any kind of humanity she still had, all in the name of science and progress.

She had to get out.

But it had to be perfect.

So she waited. Sat around and let herself be probed and analysed and plugged in. Tried to understand the scrolling text behind her eyes and on the screens and memorised every blueprint, diagnostic and plan that was mapped out before her. Waited, bored out of her artificial brain, until Ernest nodded off in his little booth and she knew she had a small sliver of a chance of getting the plans for the building before he woke up. After a few failed attempts and many lame excuses, she managed to plug into the computer and download the plans into her head. And by the fourth day, she had the backbone of a plan.

* * *

><p>"Holly, can I ask you a question?"<p>

She turned her head slightly as he wiggled one of the cords in the back of her neck and glanced at the screens. "You may ask."

"I don't mean to be insensitive, but, uh... You told me a little while ago that you were human. What did you mean by that?"

Holly blinked a few times, turning a little more attention away from the blueprints of the complex she currently had up. "I am... I was. I was human. It's... complicated."

"You mean you used to be an actual flesh and blood person?"

"That's exactly what I mean."

Ernest nodded. "That actually makes a lot of sense. I thought you were joking, or had some kind of warped programming, when you first woke up. But I realise now that no one could program such realistic mannerisms into a mere robot."

"Android."

"Right, android. Hold on, I'm going to remove this cable, ok?"

"Ok."

He pulled, there was a click and a 'beep', and Holly felt a tiny bit lighter. As he was coiling the cable behind her, she heard him stop for moment, and braced herself for another question.

"Am I correct in assuming you were a teenage girl?"

"I still am."

"Of course, but... Tell me, how does a teenage girl know the difference between a robot and an android?"

She tried to laugh, but it sounded more like a metallic cough. "You've obviously never met the other side of Tumblr."

She could almost hear his brown furrow in confusion. "The other side of what?"

"You've never heard of- Oh, never mind. My dad writes science fiction in his spare time, so I've been educated from a young age about starships and robots and aliens and the like."

"Really?" Surprisingly, he sounded genuinely interested. "What kind of stories? I'm a bit of a sci-fi buff myself, but I've never been that creative. My niche is more mechanical- obviously, that's why I'm here."

"I think his last one was about Egyptian conspiracy theories and an alien princess. I can show you if you like."

"Ok, I'll get my tablet."

She had him. "And an extension cable to fit my head."

He brought them, and helped her link up to his device. She faked enthusiasm and amazement at being able to control the device, letting him congratulate her. He logged them into the wifi, forgetting for once that she was a computer who would forget nothing. She searched up what she wanted, finding the website and engaging "hHis attention as much as possible.

"See, this one- 'The Pyramids of the Azari'. Read the summary, it's his best one yet, I think."

"This sounds awesome. Your dad sounds like he was a fantastic writer."

"He is... was." She stopped, suddenly realising that up until then, she had been referring to her father in the present tense. "He... was. He was the best. Too bad your organisation murdered him for his work. I guess 'Stars of a Different Sky' will never get that sequel he promised."

Ernest put his hand over hers, and she wished she could feel the warmth she knew was there. "Holly, I'm so sorry. I wish there was something I could do."

"I'm fine," she told him. "I can't feel much, otherwise I'll overload. So right now, I'm completely fine."

He nodded and scrolled through the list of silly stories she had memorised year ago, completely unaware of the fact that while she was analysing the way his hair fell over his left eye, she was also searching up the exact amount of pressure to apply to knock someone unconscious.

Silly, sweet, naive Ernest. She would miss him.

* * *

><p>"Was your dad a fan of Iron Man, by any chance?" he asked later as he sat in his little booth looking over diagrams, head in hand and trying not to yawn.<p>

She guessed that it was close to midnight, realising at the same time that this would be the perfect time to try to escape. But the question caught her off guard, and she looked at him quizzically from where she was coiling unused cables in the corner. Many deep conversations with her father sprang to mind. "As a matter of fact, he was. Why do you ask?"

"It's just... The markings on your body look a bit like Stark's designs."

She stretched out her arm, analysing the black lines that ran from her shoulder to her wrist, curling around her elbow and dividing over her fingers. It didn't look familiar, but then it had been a while since she had studied her reflection properly. "Really?"

He beckoned her over, and she dropped the cables and dragged the remaining ones behind her as she edged into the glass booth. On the main screen was a diagram of her, side by side with a newspaper photo of Iron Man- the rich man named Tony Stark who flew around in robot suits. She felt like she knew him already, the way her father spoke of him. He was a billionaire, he was clever, he was handsome. He always had a different woman on his arm, and his crazy inventions were legendary. She had been forced to listen to her father's envy over his money, admiration of his courage and strength for having fought his way out of the Middle East in just a tin suit, and dreamy musings about one day working with him. The fanboying had irritated her, but now she realised she would do anything to hear he fathers voice again, even if it was about that stupid rich playboy.

She shook her head and tried to focus on what Ernest was pointing out, and she had to agree with him. The markings were very similar, especially around the joints and over her chest. Lines ran from her shoulders and where her rib cage would be, across her chest and meeting a small circle in the middle. It was stupidly obvious now she looked at it. The design was probably copywrited, too. When she escaped this place, she would probably be sued.

_Escape_. She turned her gaze to Ernest, who was studying the two pictures and pointing out similarities that her computer-like brain had already found ages ago._ I could knock you out,_ she thought idly. _I could do it right now. All you'd need is a well-placed blow to the temple or jaw, causing the brain to hit the side of the skull, triggering a blackout. It would be easy._

He looked up then, catching her stare. She blinked, edging back, and he frowned. "Holly?"

And she found she couldn't do it. He was all deep, unsuspecting brown eyes and ruffled hair and _trust_. He _trusted_ her, even though he knew she was strong enough to kill him. And she couldn't do it, not yet.

She could wait another day.

* * *

><p>"Well, I've tried to draw it out as long as possible, but I've finished the examination." Ernest tapped out a a few things on his tablet and checked the main computer screen. "Doctor Eiji will want my report very soon. Do you want to look over it, make sure it's all correct?"<p>

Holly sighed, or tried to. It sounded more like a mechanical wheeze to her. Lying on the table, staring up at the ceiling, hands behind her head, she felt like she would go mad with boredom if she had to stay much longer. It annoyed her how nice he was. He knew that the other scientist would probably make it very difficult for her soon, and he sympathised with her. It was going to make it so much harder to bash him in the head later on, especially since she had no idea how to control her own strength. She could very easily kill him.

"Holly?"

"I'm coming."

Whether she liked it or not, whether it was even possible or not anymore, she was growing attached to him. It wasn't really surprising- spending all day every day alone with him was obviously going to do some damage, especially after her confusing ordeal. But it was very inconvenient.

"Here." He handed her the tablet. "Tell me if its all good."

She took it and went back to the table, trying to make sense of anything on the page he brought up. "It anything on here in actual English?"

"Further down are some diagrams. You should be able to understand them. And at the end are some paragraphs. It's kinda like a school report... if you know what that is... You went to school, right?"

If she had had the facial muscles, she would've squinted at the absurdly stupid question. "Of course I did. I was a completely normal teenager. What else would I have been doing all my life?"

He looked sheepish. "I don't know. It just boggles my mind that someone could go from being an ordinary human being to the most sophisticated android I have ever seen. I've catalogued pretty much every inch of you, scanned your wiring and circuitry, analysed your behaviour, tried to crack the mystery that is your analytical cortex and neural net. But I still know nothing about _you_. How did you become..." He gestured helpless at her. "This?"

She lowered the tablet, disjointed memories springing up behind her eyes. She could see the car, gleaming red, backing out of the driveway, her brother in the drivers seat, completely unaware of the horror to come. She hadn't meant to do it. She was just angry. She hadn't meant for anything to happen...

"Holly? Uh, you're spiking."

The incessant beeping broke into her thoughts, and she refocused her eyes on him. She wouldn't let herself break down over this. She had done that enough in the past.

He checked the monitors and sighed with relief when the noise stopped. "I'm sorry. I'm too inquisitive for my own good. Forget I asked."

"No. It's fine."

"You don't have to tell me."

"There's no harm in telling you. I'm going to be escaping soon anyway."

He sighed again and rubbed his eyes. "Holly, I'm sorry but you can't escape from this place. It's just not possible."

"I think I'll be the judge of that."

"It's too dangerous."

"So?" She met his gaze, daring him to answer.

He shook his head and settled into in his chair, obviously realising that he wouldn't be able to reason with her.

Holly raised the tablet again, trying to focus on the tiny paragraphs, but even with her perfect vision she couldn't read it. All she could think about was getting out of there and a little red car wrapped around a tree. And for some reason she felt guilty.

"There was a car accident."

Ernest sat up, staring at her. "What?"

"There was a car accident," she repeated. She didn't know why she was telling him now, wanted to stop and curl into a ball, tell him to forget about it. Maybe her programming was a bit off, because she didn't. But she didn't have to tell him everything, right? "I got hurt. Dad had always wanted an excuse to build an android. And here I am." Reflexively, she tried to swallow, but her mouth was dry. Some kind of subroutine was kicking her in the background, but she ignored it. Lying had never been one of her strong points, and she was severely out of practice, but she wasn't really lying, was she? Everything she said was true. Just not the was she was presenting it. She smiled tightly. "See, not much of a story. No harm in telling you."

It seemed to be enough for him. He nodded and smiled at her. "He must've loved you a lot."

She couldn't look at him. "I guess so."

There was silence, then Ernest stretched and groaned. "If it's ok with you, I might try to get some shut-eye. Are you good to shut down?"

"Good ahead. I'll be fine."

He dimmed the lights and adjusted his chair, and she placed the tablet on the floor and laid herself down on the table, making sure she didn't loosen any of the remaining cables that were plugged into her back and neck. Instead of shutting down, though, she brought up the blueprint for the file and studied it closely. She had a plan, and it could possibly work. As she traced the map of corridors and rooms of the complex with her eyes, she wondered if she would ever actually be able to follow through. The longer she stayed, the more she started to doubt herself, and the less the actually wanted to leave. And that was more frightening than all of the things they wanted to do to her combined.

_I'll do it tomorrow_, she decided._ Enough mucking around. It's time to get out of here_.

* * *

><p><em><strong>Idk, I kinda felt like some parts here were rushed. What did you think? And any ideas for what might happen next?<strong>_

_**New chapter should be up soon. Working on it right now :) Thanks for reading!**_


	5. Chapter 5

**_Two updates in the same month? Wow, what a record!_**

**_Thank you daisiesinthepages. You know what for :)_**

**_Sort of exciting thing happen here, so just read on._**

* * *

><p>She must have shut down after all, because the next thing she knew, Ernest was wiggling a cable in her head and shaking her gently. "Holly? You have to wake up now."<p>

"What?" She opened her eyes and looked around to see the door opening and some familiar faces enter. She couldn't help groaning at the sight. "Is it that time already?"

"I'm afraid so."

She sat up as Ernest turned away and greeted their guests. "Doctor Eiji, I trust you've received my completed report?"

Eiji muttered something to his translator, who passed on the answer in the same dangerous tone as his friend. "Yes, we are very happy with your findings. I passed it on to the supervisor, who recommended that we move the subject to the testing area."

"Testing area?" Holly felt a flash of panic. "Doctor, what's he talking about?"

"It's the place where they test your strength, mental acuity, reflexes, things like that." He frowned and turned back to the others. "But why does she need to move there? She's an android, so all of those things are a given."

"We will also be testing durability, internal storage and programming. But if you have a problem with that, we can move straight to the replication stage. Those things can be explored even when it's in pieces."

"Pieces?!"

Holly slid off the table and latched onto Ernest's arm, barely able to think through the pure fear coursing through her circuits. She heard the now-familiar beeping start up, signifying that she was in danger of overloading, but calming down was the furtherest thing from her mind at that moment.

"Holly...?" Ernest glanced at her, then back at the scientists, looking a little panicked himself.

"Ernest, don't let them take me apart. Please don't let them break me into pieces. I don't want to be pieces, Ernest." She was dimly aware that she was squeezing his arm harder than she should, that he was shushing her, that the others were muttering among themselves and pointing to the computers. She tried to calm herself, but the thought of being taken apart was too much for her. "Don't let them take me. Stay with me Ernest, don't leave me with those people, please!"

"Doctor Lowell, please kindly restrain the subject. We may need to shut it down if it continues with this behaviour."

One of the scientists took a step towards her, and she jumped away. "Stay away from me!"

"Sir." Ernest stepped between them, glancing around the room and commanding their full attention. "Please. I will personally escort the subject to the testing lab if you have no objections. And because of its relative isolation until now, your continued presence is causing some stress to its processors. I must ask you all to leave before this causes any irreparable damage."

"Very well," the leader grumbled through his translator. "I will expect testing to begin by 1100 hours and a full report to be begun. Please find a way to adjust its processors before we check in again. These reactions are getting tedious."

"Yes, sir." Ernest bowed stiffly, and the scientists filed out. When the door had closed he turned to Holly and sighed. "I'm sorry. I didn't know what they had planned. Please calm down."

She gripped the edge of the table, trying to take deep breaths, but she just couldn't stop shaking. "They're going to take me apart."

"Holly, you're going to overload."

"I don't want to be pieces."

"Calm down."

"I'm going to die."

"Do you want me to kiss you again?"

"They're... What?" She stopped and stared at him. "What did you say?"

"I will, you know. Just like last time."

She leaned away from him. "Don't you dare."

"Well then, stop losing it at the slightest provocation and I won't have to."

He was smiling at her, and she found it strangely agitating, along with that kissing comment. But the distraction had worked- pressure had been relieved from her head, and the computers had calmed down. It was just them, in their silent little room.

"Now," he said, frowning a little. "I have to move you to the testing room. Don't worry, there's nothing dangerous there. It'll buy us more time."

"Fine." Holly crossed her arms. "I'm holding you to that."

"Turn around. I have to take the rest of the cables out."

She turned, and felt him wiggle out the cables one by one, trying not to think about how gentle his hands were.

* * *

><p>They walked side by side down the hallway, silent and nervous. She was starting to wonder how long Ernest had been involved with these people, since the way he acted and spoke with and around them was so different. He seemed new and good, untainted by the dark, greedy atmosphere that she had come to associate with everyone else. It was strange. Was he there willingly? Should she try to take him with her?<p>

She shook her head quickly. There was no room for a blundering human in her escape plan. He would only slow her down.

The whole way there, Holly had the blueprints up and was trying to calculate a new exit route. It kept her occupied and saved her the trouble of pretending to be a mindless machine, which in turn was something of a protection. She kept her movements stiff and mechanical, and was thankful that Ernest didn't make any conversation. He wasn't stupid, then.

The route between labs was quite unremarkable. The whole complex seemed to be made up of grey walls and doors, and the few people she did see seemed bored and tired. That would probably change in the event of a security breach- for example, her escape. She could already tell that running through these hallways was going to be a challenge. Everything looked the same, and there weren't any possible hiding spots. She would have to be fast.

The testing lab was quite different to the previous room. The door opened onto a large open area, with strange-looking equipment set up everywhere and cameras lining the perimeter. Holly felt a deep sense of foreboding as she surveyed the room. Nothing here could possibly be good. Everything looked dangerous. She wanted to leave, she needed to escape.

Ernest must have sensed her fear, because he laid a gentle hand on her shoulder and tried to sound comforting. "It's ok. You'll be fine."

She wanted to believe him, but she knew it wasn't possible. Even if this room was ok, it was only postponing the inevitable. They were going to stretch her to her limits, and then take her apart.

"What are they going to do to me?" she asked quietly.

"Most of this is standardised testing equipment for all new technologies and devices we come across-"

"You mean _steal_," she interrupted.

"-and it's all pretty safe." He sighed and moved away, checking on a computer in the corner. "I'm going to try to keep you in here for as long as possible."

"Doctor, you're only postponing the inevitable. These people want to take me apart. They will kill me."

"They won't kill you."

"They will. They'll take me apart, replicate me, replace my programming if I don't comply. I won't be me anymore. I'll just be a drone, one of many. I'm barely human as it is, and they're going to destroy what's left." She felt tears welling up, though her eyes were dry. The remembered reaction made her feel even worse. "Can't you see that I need to leave?"

"I know." Suddenly he looked tried, and much older than before. "I know what they're doing to you isn't right. I know a lot of things here are suspicious and dark. I am very aware that if this was a movie, we would be the bad guys. But I can't help you escape. It's too dangerous. This base is too secure. There are people watching all the time, the security is on a technological level even I don't understand, and I don't know how punishments are given out here, but I know they can be severe. It may be selfish, but I don't want to risk it. I don't want to risk _you_."

"What do you mean?"

"I hate the idea of you losing your humanity as much as you do. At least if you're here, I can try to find a way to save you."

The words made Holly's eyes sting again, but she didn't know why. She simply nodded and folded her arms over her chest, too exhausted to argue anymore. "Fine. I guess we should get on with it then."

"Ernest, I have an idea."

He looked up from his tablet, worry lines already creasing his face. "Should I be afraid to ask?"

"Maybe. But it's just a precautionary measure."

He rubbed his eyes, sighing. "What is it?"

"Hook me up to the main computer. The one that controls the complex."

"What?"

"The computer that controls the security systems and central operations. There is one, right?"

He glanced at the computer behind him, then at the cameras around the room. "Of course. But I can't hook you up to it. I told you before, I can't help you."

"I don't have to ask your permission, you know. I could just do it myself."

"I can't let you do that."

She fixed him with a stare, and picked up a metal bar that had been provided to test her strength. Slowly and deliberately, she bent it right down the middle, then tied it into a knot. Then she smiled at him. "You can't let me?"

She saw him swallow nervously. "No."

"Are you sure about that?"

He set his jaw, meeting her gaze defiantly, but she could see the slight twinge of fear that flashed in his eyes. "Holly, are you threatening me?"

She shrugged. "Maybe. Is it working?"

"No."

She sighed and dropped the bar, slumping into a chair. "Fine. Whatever. It was worth a shot. I wouldn't have hurt you anyway." A lie. She would have hurt him if she had a proper plan in place. But the lie seemed to relax him.

"I know." _Liar_. That seemed to be the order of the day today. "I trust you, Holly. I don't think you would hurt me, not really. Not when I'm your only ally."

_Damn it_. Now he was making her feel guilty. "You're right. That would be stupid."

"Mm-hm." He went over to one of the strange-looking devices and beckoned her over. "Come on. Let's get started."

* * *

><p>Some time later, they had gone through a few easy tests, and Holly felt like it was time to make things interesting.<p>

"Do you think you could install apps in my head?" she asked innocently, looking over his shoulder as he went over some things on the computer.

He glanced at her, and she could tell he was already suspicious. "Apps? What kind of apps?"

"Well, I'd like to know what the time is without having to ask. And I wouldn't mind some games to play when I get bored."

"Do you get bored?"

She rolled her eyes. "Oh, so much. In the other room, I though I was going to die of boredom."

"I'm sorry, I didn't realise." Ernest leaned back in his chair, stretching. "I suppose I can try it. It'll buy you some more time, anyway."

"Exactly what I was thinking."

"Fine. Here." He grabbed a cable from the pile they had brought and handed it to her, and she grabbed her chair and dragged it over. She almost couldn't contain her excitement when she saw him plug the other end into the computer. It was all starting to happen now.

As he brought up a few pages and scripts on the screen, she closed her eyes and focused on getting into the computer. She felt herself surge into cyberspace, and found something that looked important. She wasn't sure how she did it, but she found herself bypassing what looked like pass codes and encryptions, until she came upon something she recognised. Virtual switches, and the map of the complex. Was this the security system, then? She hoped so.

As she explored the map, she found it was more detailed than the one she already had. Rooms were named, products and experiments listed, and more exits were shown. She was unreasonably excited to see what looked like a jet pack being tested a few rooms down from where they were. That would probably be helpful.

"Holly?"

Her eyes snapped open and focused on Ernest. "Hi."

He frowned and narrowed his eyes at her. "What are you doing?"

"I feel a little tired. I think perhaps I might need charging or something." The lie came smoothly now that she knew what she was doing.

Immediately his expression changed. "Your power source was fine last time I checked. Did some of the tests drain you more than we thought?"

"I don't know." She rubbed her temples, blinking a few times. "I just feel sleepy."

"Let me check." He reached for the cable in her head, and she grabbed his arm before she realised what she was doing. "Holly?"

"Gotcha."

The frown was back, and so was the worry. "What are you doing?"

_Welp, guess it has to be now_. "I'm sorry. I'm going to have to knock you out now."

His eyes widened. "Wha-"

She never let him finish. She swung her other hand into the side of his head with a calculated amount of force, and let him fall to the ground. Then she closed her eyes and flipped a switch.

With a whirring, scraping sound, the room went dark, and the computers went silent.

Holly didn't know how long she had, so she ripped the cord out of her head and fled out of the door. Just as she had intended, the whole complex was silent and black. Counting her steps, she felt her way in the direction of the jet-pack room and found a door. It opened before she could touch it, and someone rushed past her, yelling in Korean. More voices joined him further down the hallway, breaking the silence. She slipped into the room and felt her way around, bumping into a table that held an object that felt very much like what she was looking for. She found the straps and put it on, then felt her way out of the room again.

Now the hallway was full of people, torch beams bouncing everywhere and angry voices echoing through the place. She took a deep breath and rushed out, slipping past people and quickly and quietly as she could. She brought the blueprints up and counted her steps again, heading for a door she knew was somewhere in front of her. As she crashed into walls and avoided the lights of the torches, she was so glad that she hadn't brought Ernest.

As she reached a door that she knew would lead to an exit, she heard something behind that almost made her stop cold. It was the main scientist that came to visit so often, and though his English was horrible, she understood what he was screaming in what sounded like a million different languages at once.

"Where is the robot girl?!"

It had been a while since she had been that terrified, but she didn't let it hinder her progress. She pulled the heavy door open and let it clang behind her, knowing they they would hear it and too wired to care. She just ran.

It seemed like ages, but after a few minutes of aimlessly sprinting down corridors and trying not to panic about being lost, she realised where she was. She was very close to an exit that had been on the other map. She trailed her hand along the wall and kept running, and almost jumped out of her artificial skin when she heard the running footsteps and voices behind her. It almost made her miss the almost imperceptible crack in the wall that she felt as she rushed along. Almost.

She backtracked and found the crack again, tracing it with her fingers and finding that is was suspiciously door-shaped. She starting pressing the space around it, hoping for an easy solution, and her heart leaped when she found a button near the corner. She pressed it and heard a click.

The voices and footsteps behind her grow louder, and she could see the first few beams of light appear as the enraged Koreans began to catch up with her.

The door began to open.

Holly wasn't quite sure what happened in the next 30 seconds, but she vaguely remembered the shouts of anger as the torch light fell on her and her scream as she squeezed through the crack the door had made. She was running on uneven ground now, trying not to trip as the others thundered behind her. The walls felt like rock, hewn roughly out of a cliff. _How hilarious would it be if it happened to be a dead end?_

_Not._

She ran and ran, tripped once and jumped up again, crashed into curving walls, tried not to think about how strange it was to not have to gasp for breath. Eventually, she saw a faint light, and put on a burst of speed. The thing on her back bumped and jarred, and as she hoped and prayed that it would still be intact when she stopped, she failed to stop soon enough and her momentum carried her through the opening...

And into the water.

* * *

><p><strong><em>Was that exciting enough? Idek. I had planned on finishing the escape in this chapter, but I'm tired and I think this is enough for now. I'll leave you with a bit of a cliffhanger.<em>**

**_We may meet someone pretty important next chapter. Any idea of who it might be or what happens next? Tell me what you thought!_**

**_See you soon!_**


	6. Chapter 6

_**Ive been so unmotivated lately. I spent so much time writing this, and I personally think it's utter crap, but I am out of rats tails of give.**_

_**Thanks daisiesinthepages, a sorceress girl, Noface and daringwolf2000 for the guesses and the commendation, it meant a lot :)**_

* * *

><p>Holly flew through the air and into the water, white noise filling her audio processors. She couldn't feel the water gushing past, but she knew she was sinking. She forced her eyes open and watched bubbles of air rising above her. The surface was already far away, small ripples of light dancing far above her head. It was almost calming, watching the distorted flashes of orange and white, and for a few moments she forgot that she was being hunted.<p>

A memory danced through her head, taking her back to the last time she could remember being underwater. It had been a hot, humid summer, and she had been so happy when the public pool had opened again and she didn't have to swim in that dirty creek behind her house anymore. The familiar smell of chlorine and sunscreen surrounded her like a summery cocktail of scents. The whole family was enjoying the cool water- they had even managed to pull her father away from his work for a little while. Holly had brought out her new bikini just for this occasion and was wading in and exchanging coy looks with the hot guy on the other side of the pool when a yell and a rough push from behind sent her face first into the water. It was only when she had expelled all of her air that she realised someone was holding her down.

Panic surging through her, she had started to struggle, fighting the urge to breathe in water. When the pressure on her back only increased, she had almost lost the battle. The person holding her down must've thought that was enough, because they stepped away. As soon as they did, Holly threw herself out the water, took a few choking breaths and punched her grinning brother right in the nose. His getting away with almost killing her and her getting in trouble for punching him 'unprovoked' was one of the last straws before the whole ugly 'accident'.

Holly smothered a gasp when her feet touched the uneven bottom, snapping out of her chain of memories. Her first instinct was to swim back to the surface, but as soon as she tried, she realised two things- she was much too heavy to get more than a few feet, and they would probably be looking for her. They would surely be watching for her to resurface, and probably would have people watching the shore of the lake or sea or whatever it was that she had fallen into. She cautiously stuck out her tongue, but was disappointed to find that she couldn't taste anything. No taste buds, then. Bummer.

She would simply have to find a way of getting out without them seeing. She looked around, her hair swirling above her like a halo. Trying to peer through the green and murky water, she started to walk along the rocky bottom, her movements slow. One foot in front of the other, the water dragging against her, she backtracked and found a wall where the tunnel must have opened, then continued walking beside it. Eventually, she reasoned, she would come to another tunnel or opening or beach of some kind. Unless this was a man-made lake, in which case she would just be walking in circles.

She had been walking for a little while before she realised she wasn't breathing, and this made her worry. Of course, breathing underwater wasn't a good idea, since she wasn't sure that her insides were as waterproof as her outside seemed to be; still, it would have to have some kind of effect. When she had first woken up in her parents lab, she hadn't been able to function properly before she started breathing. She had found out during her time with Ernest that the act of forcing air through her body was essential for her higher functions to work properly. So how long would she last without it?

Further reflection on escape options led to the realisation that she was wearing a jet-pack on her back- hastily acquired during her escape- and she wandered if this too was waterproof. Was it even functional, for that matter? She stopped to slip it off her shoulders and held close to her face, ocular implants sharpening and focusing like a camera lense. Somewhere in the back of her mind, she found this ability pretty damn awesome, but she forced the thought away. _Priorities, Holly._

The jet-pack was the size of a large school backpack, black and chunky with thick straps that were meant to buckle over the shoulders and across the waist for security. She could tell that it would usually be too heavy for a regular person to carry on their own. At the side were a few simple buttons of various colours. She was about to reach for one when she stopped herself in annoyance. How was she supposed to test this device under water?

She slung the pack over her shoulders again and continued on, her fingers brushing the rock wall as she waded slowly along the bottom. A few moments passed, and she was able to make out something dark in the rock ahead. As she neared, she saw it was an opening. Was this a way out?

She crouched down and slipped inside, only to find a dead end a few meters in. Just a cave, then. She rolled her eyes and tried not to sigh as she turned around and headed out again. Then, she froze.

Something wasn't right with the water. She couldn't feel the vibrations, but she could see them. The water appeared to shake around her, and just a few seconds later, she heard the noise. It was a strange kind of thrumming, muffled and distant, but it almost sounded like... an engine?

She shrank back into the cave and peeped out, staring up at the distant surface, waiting for the source of the noise to come into view. And, at length, it did. She instinctively squinted at the dark shape cutting through the water, before realizing she didn't have to. Her gaze focused and sharpened and she saw it was a boat. A small motorboat- not what she wouldn't expected from such a sophisticated and advanced organisation. She would've raised an eyebrow if she had the use of facial muscles. Further examination showed that it had some kind of large device attached to the bottom. Were they scanning for her? Could they even do that? Considering the interesting variety of tech the complex possessed, she wouldn't have put it past them.

She retreated inside the cave as the boat passed, hoping whatever it was wouldn't be able to find her through all the rock. She listened carefully as the motor became louder and then started to fade, and waited a few more minutes before emerging.

Now what?

She had to get out of there somehow, and the person on that boat was probably her best bet. Questions whizzed through her mind that she didn't have time to answer. There was no time to plan properly. She forced herself out of the cave and stared up at the surface. Could she reach it if she jumped?

Only one way to find out.

She crouched down, testing the ground, then pushed herself up. She managed to travel about halfway to the surface before gravity brought her down again. So she tried again... and again.

On her fifth try, she managed to jump high enough to poke her head out of the water and observe that the sky was above instead of a roof, and that it was probably midnight going by the position of the moon. Beside her, the outside wall of the complex rose menacingly. On the sixth try, she saw the motorboat a long way in front of her, and was that land? It looked like it. That was where she needed to go, then.

She started walking again, noting now that the light around her was changing. There were less flashes of emergency lighting, slices of moonlight taking its place. The rocky ground had soft patches now, and she watched with mild interest as she kicked up clouds of sand from between the rocks. It was almost soothing, watching the floating particles. So much so that she stumbled, distracted, on a rock and fell to her knees.

She watched her hair float with the sand and wondered why she felt so drowsy. She was so close, yet felt so far from where she needed to be. With a barely suppressed groan, she pushed herself to her feet and forced herself to keep walking. The ground was starting to incline now, and she could almost see the end of her underwater trek. She could make it. She was nearly there.

Holly stopped suddenly, holding up her hand in the cloudy water. Squinting at the sand particles suspended around her, watching them pulse in the vibrations from the boat, she realised it was a lot closer than before. She could just about see the shadow in the distance. And now, she had nowhere to hide.

_Dammit._

She shook her head, trying to clear it, but it did nothing to dispel the confusion. She felt like someone had packed her head with cotton wool. _Damn Ernest and his stupid experiments. I'm trying to escape here._

_Escape._

Holly clenched her hands and walked on, sights set on the hill of sand in front of her. If she could just get to the surface, everything would be alright. She could fly away and never have to deal with this again. Just get to the surface. Get to the-

The engine hammered around her, making the moonlit water sparkle. As the boat cast its shadow across the ground, the sound suddenly cut out, leaving eerie silence in its stead. Holly continued to move, ignoring it all... until she heard the muffled splash.

She looked up and observed the two shadowy figures sinking towards her, mind blank. Ideas and plans that had seemed so important were gone now. What was she supposed to do? Her limbs felt too heavy to react. All she could do was watch them approach her, reaching out to grab her, aiming a strange device at her...

It was the last one that shook some thought back into her. As the two divers sunk down next to her and a hand grasped her shoulder, her eyes were on the thing that looked suspiciously like a taser. Well, it actually looked like a pimped out checkout scanner, but in the hands of dangerous people trying to apprehend her? There were only a few options.

As two more hands grabbed her arm and torso, the one on her shoulder started to feel around the back of her neck. Her eyes widened as she realised what they were trying to do. In a flash of panic, she twisted out of their grips and batted the grabbing hands away. Not expecting the reaction, the divers were pushed through the water, but quickly righted themselves and swam after her, tasers at the ready.

Holly tried to run, but her legs were too slow for her now. As the divers caught up with her, she lashed out, punching one in the face and grabbing the other's taser arm, flinging him away. The divers collided and the unhurt one stopped to check his partner, who was now limp and unresponsive, shaking him for a second before adjusting something in his suit, triggering a floating device. The one she punched floated away, heading for the surface, and the other diver approached her again.

He was going to fire the taser device at her, she knew. Thank goodness it only seemed to work at close range. As he got closer, she forced herself out of the fog in her brain and kicked up a cloud of sand, partially blocking his view. Though it didn't stop his momentum, it did confuse him, and as he waved his free hand to try to clear the water, he collided with her. In a panic, she tried to throw him away from her, snatching off his mask in the process. Then she froze, stunned, holding one arm and staring at the man who had been chasing her.

Ernest.

It was Ernest.

But that couldn't be right.

She mouthed his name, dumbstruck, and he took advantage of her distraction and activated his weapon.

White light exploded behind her eyes, and she jerked away, twitching uncontrollably. She let out a silent scream as she kicked him in the chest, trying to catch her breath before realising she wasn't really winded. She did need air, though. Trying to regain control of her limbs, she flailed around before planting her feet on the ground and stumbling up the sand towards the surface. She fell before the water broke over her head, and crawled the rest of the way until finally, her head poked out of the water and she tried to take a cleansing breath. Just like the day she was activated, she struggled to remember how to work her lungs, and after a moment or so she finally managed it. Air rushed through her body and she lurched out of the water as she regained her movement.

Her mind was another matter. The slow fog that previously burdened her was replaced with broken thoughts and swirling emotions. She had no idea what she was doing anymore. Someone had shot her, that much she remembered. She had defended herself, as the floating unconscious person a few meters away showed. But wasn't there another one? Someone she knew?

She got up gingerly, fingers still twitching, before diving back into the water. A few seconds and she had him- a second floating figure, this one a few feet below the surface. She waded through the water and grabbed him, dragging him up the beach by the leg. There she sat for a moment, confusion still reigning over her mind.

She shook her head again and smacked it hard, and the world that was previously muffled in the background burst into sound. A faint siren could still be heard from the complex, which was now about 100 meters away from them, but the door remained closed and it appeared that all the action was down the other end, where a helicopter was shining a light into the water. She would have to move soon- someone would be around eventually, and she didn't want to be here when they were.

The weight on her back reminded her of her escape plan, if you could call it that. She shrugged off the bulky device and peered at the control panel, but there didn't seem to be any low-light setting in her eyes. She shrugged and put it back on, then felt for the buttons on the side. Her hands shook violently and she took a moment to shake them out- the Taser must've messed with the motor-control part of her brain. Taking a deep breath, she pressed the biggest button.

The jetpack roared into life- literally roared. Holly fought the urge to cover her ears as the sound grew stronger and deeper until her feet were lifted off the ground. There was a sputter and a cough, and she lurched forward, and then she was moving upwards.

And she was flying.

* * *

><p>She knew she had been seen. In the jumble of thoughts that ran through her head like an out-of-control train, she could remember blinding lights, the whir of helicopter blades, foreign voices through a megaphone, gunshots from everywhere at once, and a deep, resounding noise that must have been some kind of cannon or bazooka. Eventually, she had flown far enough away that she could hear nothing but the jetpack engine and the air whistling past her audio processors. She didn't know how fast she was travelling, what direction she was flying in or where she wanted to go, but she did know one thing.<p>

She was free.

So she flew, mindlessly and blindly, through the night.

* * *

><p>An undeterminable time later, when her left leg was starting to twitch and a small sliver of sunlight was spreading somewhere behind her, another sound penetrated the air around her. Looking around and struggling to keep her eyes open, she spotted a plane in the distance. Having no other point of reference to where she was going, she made her decision. She altered her course to meet it.<p>

It took hardly any time at all to reach the plane, and when she was close enough, she reached over and grabbed the tail end. The noise rattled her whole body and she felt like she was going to overload with the amount of audio input she was receiving, but she held tight and dragged herself around the edge of the tail.

The plane was American, going by the name on the side. Hopefully, it would help her home.

She swung one leg over and, holding tight, deactivated the jet pack.

The change was instantaneous and she almost wasn't ready for it. The wind from the plane pushed her roughly against the turned-up tailpiece, which she clamped her arms and legs around to prevent being blown off. She hoped whatever damage she had experienced from the whole escape wouldn't cause her body to betray her at such a crucial point, but honestly she wouldn't have been surprised if it did. All she could do was cling to the plane and hope that soon, the ordeal would be over.

* * *

><p>As the sun rose, time blurred together in a tangled mess of dreams and memories, consciousness and unconsciousness, roaring engines, gales of wind and bright colours. Sometime that morning, with the sun shining fully in her eyes, Holly decided to power down, the assault on her senses too much for her.<p>

When she next opened her eyes, the engine pitch of the plane had changed, and the sky was dark. Looking behind her, she saw the lights of the city they were approaching growing bigger and started to panic.

She couldn't stay here for much longer. That would definitely cause trouble at the airport. But if she took off now, she would be seen by whoever was watching the skies. Whatever she chose to do would attract attention, something she definitely didn't want. But she had to make a decision, and quickly.

Quickly weighing the pros and cons, she decided to leave before they got any closer to the airport. The less people who saw her, the better.

A rumble of thunder drew her attention up to the darkened sky as she adjusted her position, ready to slip off. Thick grey clouds blocked out the stars that she had expected to see, and she was filled when dread as another rumble, this one louder, was heard over the plane's engine. But there was nothing to be done. Taking a deep breath, she felt for the button on her jetpack and slipped her legs over the side of the tail. She pressed the button and let go, only to let out a scream as she was jerked upwards, the plane falling away beneath her.

Suddenly with nothing to hold onto, she flailed helplessly in the air, trying to set herself on the right course before realising she _had_ no right course. She wrenched her body around and balanced herself so that she was no longer heading up, but towards the city.

From her position, soaring through the night sky, the view was breathtaking. City lights twinkled against a background of pinks and oranges, the last remnants of a sunset throwing fire across the horizon. Holly smiled as she recognised the statue standing in the bay, her lamp held high and proud. So she had made it to New York, then. Though she hadn't been to the city in a long time, Lady Liberty seemed to be guiding her home. Maybe her situation wasn't so bad after all.

A loud _CRACK_ suddenly echoed around her, and she gasped, veering to the side in an effort to avoid the noise. This was an unexpented problem, and one she needed to remedy as soon as possible. She was too high; she needed to find shelter before she was hit by-

The world exploded.

* * *

><p>Holly hadn't seen the lightening strike coming, or heard the deafening thunder that came along with it. She hadn't felt the rain pelt down on her as she fell towards the city, smoke pouring out of her jet pack. And she didn't feel the impact when she landed on the car.<p>

When she opened her eyes, eyelids twitching, limbs jerking and ears ringing, she didn't really know what was going on. The thunder, sirens, traffic and yelling people were worrying background noise for her idle thoughts. As her mind tried to piece together something that made sense, she caught glimpses of brief memories.

Someone was dead. She was sad about that.

She had been scared, and she had run away. That was good.

Iron Man was important, somehow. She didn't like him, but he had something to do with her.

She was broken and needed to be fixed. She also needed to hide.

Iron Man invented cool stuff. Maybe he could fix her?

That was the plan, then. Get to Iron Man.

She peeled herself off the car and fell onto the ground. Slowly, ever so slowly, she got to her feet and looked around shakily. Iron Man had a tower in New York. She had to find it.

Taking one small step after the other, she wandered out onto the road and stood there, shaking and squinting up the street. Soon enough, headlights shone through the rain, and tires screeched as the driver saw her and stopped quickly. And car door opened, and she heard someone call out.

"Can you help me?" she called, her voice sounding screechy and electronic to her own ears. She stepped forward hesitantly. "I need to get somewhere."

The person gave her the once-over, but obviously didn't see her as threatening. "Get in!"

She made her way to the car and took her time getting in, limbs not obeying her.

The person- a youngish-looking girl with green hair and too many piercings, openly stared at her, eyebrow raised. "Nice costume you got there."

"Th-thanks." Holly cradled the jetpack in her lap, trying to get control over the shaking.

"Where am I taking you?"

"Iron M-man."

"The tower? Stark Tower?" The girl gave a short laugh and put the car in gear. "Ok, if you say so."

The rest of the ride was quiet. The girl only asked a few questions- "You here for a convention?" "Are you alright?" "Are you sure?"- and Holly answered as briefly as she could, which was also as much as she could. When the car stopped in front of the building, Holly dreaded the thought of getting out, but forced herself anyway. She had barely thanked her driver before she sped away, and Holly stared up the the imposing structure, wondering what she was supposed to do now. It wasn't like she could just walk in, especially if she looked like she felt at that moment.

Ah. She could fly, couldn't she?

She out the jetpack on again and felt around for the button. The device, coughed, spluttered, lurched, and died. Undeterred, she tried again, and this time the lurch took her into the air. The lurching stayed, but she continued to rise into the air until she was nearly at the top, at which stage the engine decided to kick in properly and put on a burst of power. Holly screeched and tried to right herself at she headed for the clouds again, and managed to turn herself towards the tower as thunder rumbled threateningly at her.

She was too out of it to notice that she was on a collision course until it was too late. She squeezed her eyes shut as she crashed through the glass, smashed into the opposite wall and crumpled to the ground, her transportation well and truly dead. Which was kind of how she felt as well, just before she sighed in relief and let the world turn black.

* * *

><p><strong><em>And we are back to people falling unconscious. <em>**

**_I know I promised an Avenger, but it got too long. I'm already working on the next chapter though, and it's going to be a lot more interesting and hopefully better written._**

**_All reviews are very welcome. Please tell me what a bad job I did so at least I know someone read it._**


	7. Chapter 7

_**Hello friends. I come bearing a new chapter and many apologies for the time it took to post. Life is an annoying thing that demands attention, but I have not abandoned you all.**_

_**Thanks to my faithful reviewers, NoFace, daringwolf2000, a sorceress girl, and my good friend daisiesinthepages, who just updated her Ultron story and made me beta for her. It is amazing, and so is she. I order you all to check it out if you haven't already.**_

_**Love you all!**_

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><p>She awoke, but it did not feel like waking.<p>

It wasn't the morning light through the curtains, her body heavy and eyelids fluttering. It wasn't the gentle increase in consciousness that she experienced during her first activation, or the immediate awareness after 'sleep mode'. This was something entirely different.

She was aware.

She was afraid.

She couldn't see.

In fact, she couldn't feel anything. It was as if her senses didn't even exist. Even her android body was capable of taking in data through touch, sight and hearing. But this...

She had no idea how long she had been aware, or why she felt nothing at all. It was like floating in a black nothingness, except even that would require some kind of sensory input.

She was aware. She was a thought, an electric impulse, a sunbeam through broken shutters. And she was nothing.

_Hello_.

She heard the voice, soft and smooth and flowing, echo around her, and felt a jolt of panic.

_Please do not be alarmed_.

She felt like whimpering. She could remember the correct bodily reactions to fear- heartbeat speeding up, breath catching, tears pushing at the edge of her vision- and for once she wished she could carry them through. It might feel better than this one thought, this pulsing feeling that threatened to take her over.

_I intend you no harm_.

"I don't know where I am." She imagined her voice saying the words, wondering if this was how to communicate with the entity speaking to her. "What is happening to me?"

_Please do not be alarmed. I am only attempting to discern whether your motives are hostile._

"What does that even mean?"

_Do you intend harm?_

"Harm to what? I don't want to hurt anyone, I just want to be left alone. Please, I don't want to be here any more."

_Please be patient_.

She felt something, some kind of surge entering her mind. Something was digging into the deepest recesses of her mind and examining everything. It might have felt like an invasion if it wasn't so gentle.

She waited- she didn't know for how long. Piece by piece, her mind was probed and searched until finally, she felt the entity pull away.

_I have found no hostile intent. Thank you for your cooperation. Prepare to be brought online_.

* * *

><p>She awoke, this time for real.<p>

It took her 2.6 seconds to assess herself and discover that she was breathing, could move her fingers and toes, could feel now. She took another 3.8 seconds to open her eyes, bit by bit, to adjust to the lighting and to focus in on the things around her.

She was lying horizontal.

She was in a bright room.

Whatever had been wrong with her before was no longer an issue, as she felt like she was working better than ever.

A man with very recognisable facial hair was standing to the side, examining a screen.

Her eyes widened and she gasped, sitting up quickly. The man turned to face her, arms crossed, and they stared at each other fir a moment, while Holly tried to string her thoughts into coherent words.

"You're Tony Stark."

"Yes." He cocked an eyebrow. "And who the hell are you?"

"I'm... I'm..." _Homeless. Terrified. Confused. Lost._ "... Holly."

"Holly." He tried out her name, slowly and with that tone that indicated he didn't believe her. She could already tell this was going to be difficult.

"Holly Brennan," she specified, as if tacking on her last name would add credence to her words. "Um, I'm not sure how I got here... but I'm assuming you're the one who fixed me, so thank you."

He pursed his lips. "Well. I would prefer you be working properly before I interrogate you."

A flash of worry. "Interrogate- What do you mean interrogate me?"

"Are you seriously asking me that question?"

Once she thought about it, it was a pretty dumb question. Of course the billionaire with the rocket toys would want to know why she invaded his home.

"Who sent you?"

It took a moment to recognise that he had already started. "Huh... W-what?"

He rolled his eyes and asked again. "Who. Sent. You? Who are you working for? What is your mission?"

"Mission?" Holly's head was spinning. "I-I don't understand..."

"Sir, the unit has no evidence of hostile intent," the smooth voice from her pre-waking state interrupted.

"Yes, you said that, but what other explanation is there?" he sternly addressed a spot on the ceiling.

As she glanced around the room, looking for whatever had spoke, it dawned on her. "Mr Stark... do you think I'm here to assassinate you?"

He shrugged, but his expression was mocking. "The thought did cross my mind when you crashed through my window, yeah."

_Crap. How do I get him to believe me?_ "I-Its a justified assumption, sir, but it's not true."

He raised an eyebrow.

"I'm telling the truth! One minute I was flying through New York, looking for shelter, and the next I was here. Don't you think an assassin would be hesitant to make an entrance like mine?" She paused. "Wait, I crashed through a window?"

"A big one."

"Oh... I'm sorry."

Stark sighed impatiently, glaring at her. "You know, I could just go into your head and find out the truth for myself. The only reason I haven't yet is because I wanted to actually hear it from you."

"Well, you have heard it. The truth. I'm not hostile, I'm just... lost."

"Then I suppose you wouldn't mind if I take a look inside your head?"

She blinked rapidly at him. "I... suppose..."

He turned back to his screen. "Jarvis, display all stored files inside the unit's matrix. Include present-time record and any deleted items."

"I don't think I have any deleted items," she mumbled, watching as the screen began to fill up with a list of gibberish. "I wouldn't know how to delete items anyway. And my name is Holly, not 'the unit'."

He ignored her, swiping over the screen and selecting a few files. Various blueprints opened in separate windows, and he glanced over them before collapsing them and repeating with the other files. Watching with interest over his shoulder, Holly caught glimpses of diagrams and lists and paragraphs of complicated words, a few of which seemed to interest the billionaire, as he peered closer and muttered little comments to himself. She didn't realise she had slid off the table and was drawing closer to the screen until he opened a familiar file.

The speakers burst into life with the sounds of yelling and explosions, and Holly gasped and stepped back, hands over her mouth as she tried to fight the sudden rush of emotions the surged through her chest. Stark glanced at her briefly, then looked back at the screen, watching with interest as her mother appeared and relayed the same message she had heard before.

As her mother's voice echoed throughout the room, Holly turned around, unable to face the picture of the one who was now dead. She gripped the edge of the table, suddenly weak, as she heard the terrified but loving words.

"... If something happens to us and they get you, I want you to know how much we love you. Whatever happen before this, whatever you think you did..."

She took a ragged breath, trying to force back the pressure behind her eyes that should've been tears. She squeezed her eyes shut and made herself focus on her heartbeat and drown out the voices from the video, trying to breath evenly. Eventually, excruciatingly slowly, she felt the familiar tightening of her chest start to dissipate.

Sudden silence. She tuned in cautiously and found that the video had ended.

"Wow." Stark stood there for a moment, watching her. "That was... unexpected."

"You're telling me?" Holly took a deep breath and let it out, and straightened up. "I nearly overloaded when I first watched it."

"I'm... sorry."

"Hm. Well. Fat lot of good 'sorry' does me now."

He looked lost now, unsure of where to put his hands. He settled for his immaculately pressed pockets and looked at the ground, then at her. "Are you-"

"I'm fine." She sat back up on the table and waved her hand at the screen. "You may proceed."

He nodded, a little surprised, but went back to the screen and his investigation of her brain.

* * *

><p>She must have dosed off, because one moment she was daydreaming about cocktails in Fiji, and the next, the picture of a mangled car was in front of her eyes and she was jerking awake with a gasp.<p>

Stark was staring at her curiously, and the same picture in her mind was projected on the screen behind him.

The grief inspired by that one shot was a bullet to the heart. Holly struggled to stay in control, to slow her galloping synthetic heartbeat and the pressure in her head, and by sheer force of will managed to calm herself down.

"Not that." She shook her head and held up her hand. "Please, Mr Stark, if you have any compassion at all... Don't show me that again."

"I thought I'd found the stored memories. Hmm, interesting." He shrunk the picture and tapped it, triggering a video. Thought he angled himself so that she couldn't see it, Holly could see it quite clearly in her mind. The fragmented, pieced-together string of memories that had survived the transfer to her new body. It played in her head like it did on the screen, and for a moment she was transfixed, horror squeezing her chest like a vice as she watched her memories like a movie.

Her brother starred in most of it, laughing and smiling, or playing the fool, or climbing a rock, or showing off his new car. That gleaming little red thing, the love of his life. Working under the hood or underneath it, tinkering and pretending as if he knew anything about fixing cars.

Holly switched off her own feed when she saw herself pick up the scissors, but Stark continued to watch. She saw him glance over at her again, caught a glimpse of what he was watching, and close her eyes and put her head in her hands.

* * *

><p>"Well, I can't find anything."<p>

She looked up from the spot on the floor that had captivated her attention for the last half an hour, blinking slowly. "What?"

Stark gestured to the screen. "I've looked through your mind, delved into your memories, used the best AI on the planet- if I do say so myself-"

"Thank you, sir," the disembodied voice put in.

"You're welcome, buddy. Anyway, I can't find any evidence of hostile intent, so I guess you're telling the truth."

She gave him a withering look. "No kidding."

He shrugged defensively. "Hey, I'm a genius billionaire. Everyone wants to either kill me, be me, or steal my stuff. You can't blame me for being suspicious."

Now she remembered why she used to hate him so much. _Arrogant twit_. She rolled her eyes and stood up, arms crossed. "Well, I'm sort for causing so much trouble and wasting your time with my non-existent plans to kill you, but I really must be going. I'll see myself out." She gave a mocking curtsey. "Thank you for you time."

"Where?" he asked as she crossed the room.

She paused in the doorway. "Hm?"

"Where are you going so urgently? Do you even know what you're going to do when you leave?"

She was quite annoyed to realise that no, she actually didn't have any plans. Still, she had no interest in talking to this man any longer. "I'll... work it out."

"You haven't thought that far ahead. You don't have any money, anywhere to stay, or anything to do here in New York. From what I've seen, you're pretty helpless."

He was really starting to grate on her nerves, but she kept her expression as robot-like as possible. "And your point is?"

"I'm offering you a place to stay."

She stared at him, not trusting him for a minute. "Why would you do that?"

"Because I'm an awfully charitable person when I want to be, and I'd like a chance to study you."

She smiled and shook her head. "It always come down to that, doesn't it? Everyone is captivated by the shiny new plaything that I'm not."

He laughed then, sounding completely unashamed. "Look at it this way. You need a place to stay, and I need a new hobby. I'm prepared to help you out, if you're willing to do the same. And I mean that in the least-dirty way possible."

She was loathe to admit that the idea had crossed her mind, but having a near-stranger offer her shelter in exchange for 'help' hadn't brought the cleanest of thoughts to mind. But if he was being serious... She did need somewhere to stay, after all. "Can you promise me that I will have a say in everything you do? That you will not treat me like a toy or less than I deserve simply because my body is artificial?"

He looked surprised for a moment, as if the thoughts had never even crossed his mind. Then he grinned and held one hand over his heart. "I solemnly swear."

_I can't believe in doing this_... She nodded, making her decision. "Alright. I accept your offer." The excitement that passed over his face reminded her painfully of Ernest. She sighed, hoping she wasn't going to regret this decision. "Mr Stark, would you be so kind as to show me to my room?"

"Please, call me Tony."

* * *

><p>In the days that followed, Holly found herself feeling noticeably calmer than she had been in Korea. She was still a test subject, she still had someone probing her inner workings and and experimenting on her, but now she felt a little safer. Mr Stark- Tony- had assured her that he wouldn't force her into anything she didn't feel comfortable with, and she believed him. Her opinion of the arrogant billionaire was starting to alter slightly- he was still full of himself, a little insensitive, a little reckless, but he was gentle and polite when he wanted to be. His excitement and enthusiasm in finding out as much as possible about her was a constant reminder of the scientist she had left behind in Korea, and the memory was tinged with sadness as she realised she had started to grow fond of him.<p>

But as time went on, the memory of her harrows ordeals became more distant. Tony ran programs and simulated experiments, developed improvements, drew up his own plans, designed alterations, and involved her in every single part of the process. He even helped her flesh out some improvement ideas of her own, though she didn't feel ready to change any elements of her design just yet. Even so, it was fun to fantasise. And in between all the science, she had her own little apartment to go back to. It felt strange now, having her own space after spending so long in various labs. She didn't exactly need to, but having a bed to go back to at the end of the day was nice. She generally went to bed when Tony did, which wouldn't have been that often if he had his way and the new CEO of his company didn't get on his case about it when she was there. Not that she really slept. The closest she got to sleeping was plugging herself in and running at half-power for the night, letting her mind sort her thoughts into dreams.

Sometimes, her dreams were pleasant- simple replays of the day's events, or things like that. Her memories from before the accident had almost completely been restored, and during the night she got to relive things from her old life- family days, theme parks, theatre shows, books and films she used to like. And sometimes, those dreams because nightmares. She would watch herself make the same mistake, over and over, or have to see her brother, barely clinging to life in a hospital bed, or her parents' faces at the funeral. She would relive the feelings of guilt, worthlessness, hopelessness, fear, anger. And sometimes, she would have to drag herself out of a feedback loop, shaking and struggling to stay above the impending overload.

Tony always seemed to know when these nightmares happened, for those were the mornings he was especially gentle. It wasn't a lot, but he always asked if she was alright, and patted her on the shoulder after she answered the usual 'I'm fine'. She didn't know how he could tell, but she appreciated the gesture, no matter how small it was.

Life in the tower was the start of something new and fresh. It wasn't easy, but she had a feeling it never would be. But, for now at least, it was a comfortable enough place to call home.

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><p><strong><em>I can't believe it took me this long to write a chapter this short. Short by my usual standards anyway. But I am definately into the next chapter, hopefully that won't take as long as this one did.<em>**

**_Reviews are better than cheesecake. I will always happily accept and encourage both, regardless of occasion._**


	8. Chapter 8

**_Hiya guys :) So I saw Captain America: Civil War a little while ago and let me tell you, if you haven't seen it already, you NEED to. It's just an emotional, action-filled rollercoaster of feels that I really want to rave about, so if anyone wants to, drop me a line._**

**_Anyway, got a longer chapter for you this time. Thanks for all the positive reviews on last chapter, and I hope you like this one too._**

**_Love you guys :)_**

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><p>It had been raining for a while now.<p>

Holly stared out the window, standing motionless in what Tony called the Party Floor. Outside the window, the rain fell in sheets across the city, turning everything a murky grey, while cars threw beams of light over the streets and tiny people ran across the pavement. Holly envied them their busy, normal lives, but she couldn't- in good conscience- complain about her lot now. It was her fault, after all.

And her lot wasn't too bad, anyway. There wasn't a lot to complain about when she was staying with a billionaire. She had everything at her fingertips, if she wanted it, and she was free to do what she liked. Though most of her time was spent with Tony, he had assured her that she could go anywhere she wanted in the tower, and that his car was at her disposal if she wanted to go outside. Sh hadn't taken him up on this offer yet, but she was thinking about it.

It had been two weeks now, and the only person she had met so far was Tony. Other than him, her only other option for conversation was his AI Jarvis, who she was quickly gaining a liking for. He had a dry humour like his masters', which she found fascinating.

She hadn't yet met the elusive Pepper Potts, which was understandable considering she was extremely busy running Tony's company for him, but from the way Tony talked about her, she felt like she already knew her. It was clear the man loved Pepper in his own way, and would go to the ends of the earth to protect her, and this fact made Holly like him even more. Knowing he was in love with someone dulled the womanising picture of him that she had drawn in her head and humanised him a little more.

Pepper had left the Tower the night before, to move on to another location for business, and Tony had taken the opportunity without her to play his music extra loud. As Holly had expected, without his girlfriend to remind him, he had worked through the night, and when she had left to charge herself up, he had moved on to a different project- something to do with a giant version of the battery that powered his heart. She didn't understand any of it, but she was under the impression that he wanted to power the whole tower with sustainable energy.

Whatever. At least the walls were soundproof. She didn't mind heavy rock, but she had to turn down the receivers in her ears when Tony blared his ACDC and Black Sabbath and the like. It usually wasn't her cup of tea, but she liked a few of the songs well enough to sing along to them. More often than not, though, it reminded her of the karaoke nights she used to have when she was human, and the memory made her too sad to continue. It really annoyed her that her emotions were so close to the surface lately, but there was nothing she could do about it except distract herself.

Which is how her latest idea had come about. Perusing her fathers plans and blueprints and listening to Tony's wild ideas late at night had got her thinking about design improvements, and while she didn't want to replace the last remaining evidence of her fathers work, she did want to look a little more... streamlined. More like a real person. Normal. She just needed Tony's help to go through with it, and currently she was waiting for him to wake up so she could run it by him. He had worked until early in the morning, and she had been left to her own devices all day so far, but she was expecting him to be up soon.

So she stared out the window, glancing over the city below as she waited.

* * *

><p>She wasn't sure how much time had passed, but the heavy rain had slowed to a drizzle when she heard the elevator open and a tired voice speak.<p>

"... seems to be doing okay, I think I'm nearly done collecting data. She won't let me do anything interesting."

She glanced over and met his gaze, noticing the creases in his face and how pale it was. His hair was sticking up every which way and his voice was gravelly and so, so tired, but when he saw her watching him he just grinned and continued chatting.

"... you're right, as usual. I expect you to be like that, but not the newest tech who doesn't even know me yet."

She smirked, crossing her arms as she started to piece together the conversation. "I know you well enough, Tony. I don't really fancy losing my head at this point in my life."

"She's sassing me!" he exclaimed into the earpiece in mock horror. "Pepper, my robot is sassing me!"

"I'm not your robot," she called as he sauntered behind the bar. "I don't belong to you!"

"Pepper, help, she's going to cause a mutiny."

"You don't need help with that, sir. I'm sure the tech in this place is capable of mutinying by themselves, hey Jarvis?"

"I am not sure if I should comment on that, Miss Brennan." The AI deadpanned.

Tony shook his head as he grabbed a glass and uncorked the scotch. "Even Jarvus is ganging up on me, Pep. You need to do someth-" He paused, expression changing, and recorked the bottle and moved it away. "No, of course I'm not drinking straight after waking up!"

"Liar!" Holly sang loud enough for Pepper to hear.

"Do you want me to adjust your voice box so you can't speak?" he threatened.

"Again, not your bot!"

Tony laughed, but sobered up long enough to bid Pepper a hurried goodbye. Once the line was disconnected, he shoved the earpiece deep in his pocket and pulled the bottle over again. "Drink?"

"Eat something first."

"I meant for you."

"And I meant for you."

"I don't recall asking you to mother me."

"Well, I'm going to want you to be sober if I let you do surgery on me."

"Ah!" His face lit up. "So you've finally decided to let me upgrade you."

"Only my skin." She walked over and slid the tablet where the plans were stored over the counter. Tony poured himself the drink and took a sip while studying them. "My father was eventually going to replace my exterior with a more elastic, realistic-looking material. As much as I love this design, I would like to look a little more like a normal person."

He waved his hand dismissively. "Normal is boring. I gave up on it years ago."

She gave him a pointed look. "You were never normal, Mr Stark. Believe it or not, I was. You were the heir of a multi-billion dollar empire. I was a sixteen year old girl who just wanted Broadway merch for my birthday. It's not really comparable."

He studied her carefully. "You really want to go back to that kind of life, don't you?"

"More than anything." She sighed and crossed her arms. "So can you do it for me?"

"Of course." He looked her up and down scrutinisingly. "You sure you want to get rid of the decoration? I kind of like seeing the tribute to me."

She rolled her eyes. "Of course you do."

"Suit yourself." He finished his drink and poured himself another one, then reached behind the bar and pulled out a packet of peanuts at her pointed look. "Happy now? When do you want to get started?"

"Well, I don't have any plans for today..."

"Sweet."

She followed him into the elevator, artificial heart fluttering as she looked over the plans again.

* * *

><p>"Do you have any reference photos?"<p>

"Hmm?" She looked up from the holographic plans of the tower that she had found.

"For the skin tone?"

"Oh." She shook her head. "I don't have any photos of me here. I had a kind of honey-ish, pinkish, freckly..." Suddenly, she grabbed the tablet and brought up a browser. "Actually, maybe I can get to my old Instagram. There should be a selfie on there that hasn't been heavily filtered."

He smirked and shook his head. "You're such a teenager."

"Shush, you."

"Whatever happened to respecting your elders?" he wondered aloud.

"Oh, I'm sorry." She stepped away and gave a mocking curtesy. "Shush, _sir_."

"Remind me again why I decided to help you?"

"Because you're 'awfully generous when you want to be' and you 'needed a new hobby'?"

He laughed. "You got me, Misteltoe. This is what I get for being nice to someone with perfect recall."

She tapped her head. "Computer brain, remember?"

"How could I forget?"

Her smile faded as the login page appeared on the tablet, and she had to concentrate to remember the details. When her profile appeared, the good mood she had built up was gone.

Scrolling through the photos, Holly was confronted by pictures of a happy, bubbly girl that she barely remembered. Selfies with friends, pictures of food, family photos, animals, events... It felt like she was looking at someone else's life. A few pictures here and there sparked memories, but they were faded and distant, as if she were remembering a movie or a story someone else had told. Had this really been her?

She brought up a selfie taken at the beach, appropriately tagged #nofilter, and passed it to Tony, who gave a low whistle.

"What?" she asked warily, expecting a comment about her bikini and ready to remind him that she was underage.

"You had one hell of a chin, you know that? I thought the angles were just part of the aesthetic, but look at your jawline!"

"Wha-" Her chin dropped, speechless. "My... chin?"

"Yeah, you had some striking features, kid. It might be a little difficult, but I think i can manage this skin thing. You do realise that I'll have to do a bit of reconstruction underneath, though?"

"Oh... I- um... Reconstruction?"

"Look." He brought up her blueprints and zoomed in on her face, highlighting the almost imperceptible layers and joints. "Everything moves the way it does because the plates and joints work like muscles. I would have to do some work under the skin to get it to move the same. But it's ok, I can work with this."

"Oh... I thought you would just put the skin layer over the top. What about the rest of my body?"

"I shouldn't have to do much with the rest, it's only because the face is so delicate..." He trailed off, looking slightly uncomfortable. "Unless you wanted extra work done."

"What do you mean?"

"I mean, you're not completely... finished, are you? Anatomically correct?"

She looked down at herself, embarrassed. "Oh..."

"I mean, do you have all your bits?"

"Tony!" Horrified, she crossed her arms over her chest and angled herself away from him. "Of course I know what anatomically correct means! And no, I don't have all my 'bits', as I'm sure you already knew after examining me for the last two weeks."

He put his hands up, not looking at her. "Ok, ok, I was just making sure. So..."

She huffed, not wanting to talk about this anymore. "So... I just want skin work donefor now. We can get to the fiddly bits later."

"Good." He looked relieved, cracking a grin and meeting her eyes again. "Cause I'm not that kind of scientist and that would be totally out of my area of inventing, and I think you'll agree that it would be extremely uncomfortable for both of us, especially if we're going to have a working relationship."

"Working... relationship?"

"Oh, right, damn." He shook his head and turned back to the screen. "Haven't gotten to that yet. We'll talk about this later, ok?

There was a perculiar sense of excitement blossoming in her chest as she echoed his "Ok," but she tucked it away for later and focused on the present situation. "So what now?"

"Now, you lie down on the bench and I'll do some fancy technical thing to plan out the changes, and then we'll get right to it."

"Just like that?"

"It'll take a few days for everything I need to get here, so I might as well get started with what I have, and that's your pretty little face."

"Huh..." She shrugged and hopped up onto the table. "Alright, then, Mr Stark. Work your magic."

* * *

><p>In the next few hours, Holly learned more about human anatomy than she had ever cared to learn about at school. A huge diagram of a face with the skin removed was projected in the air, the various muscles and tendons highlighted, and a diagram of her own mechanical face was projected next to it for comparison. Tony had screens up all over the place, listing materials and procedures and hypothetical results of the 'surgery'. His robots, who reminded her a little of the drones NASA used on Mars, wheeled around with baskets of scrap metal from old projects, feeding them to the computer scanners to check density and elasticity and the like. Tony himself spent the whole time either trying to explain to her what he was doing in laymans terms, or muttering to himself as he multitasked on various screens.<p>

What she had got out of all of this was that he was going replicate facial muscles to go beneath the new skin, which would give her freedom of expression and look less clunky and more like a real face. He was also going to create a more advanced nervous system, implanting the new skin with electronic nodules that would function as nerves. She already had limited feeling on some parts of her body, but this operation would increase the sensitivity and function much better than her father's amateur design. It was a serious undertaking, but if he was willing to do it for her, then she was completely down for it.

Late in the afternoon, Tony decided to take her face off. Both of them had been resisting this part for a while, but now that he had the basic outline of what he wanted to do, and he had selected the materials he needed, there was no point delaying it. It took a bit of time, and at one point they were afraid he might have to remove the metal covering by force, but eventually they found the tiny latch right behind her ear lobe that triggered the release mechanism.

As she lay down, ready for him to start the procedure, she caught a glimpse of herself reflected on the stainless steel bench and had to laugh. She was all eyeballs and teeth and wires and blinking lights, and it reminded her of a similar scene in a movie about a robot, except she wasn't going to scream and make a fuss.

It all felt very surreal to Holly, lying on the bench, staring at the ceiling as Tony fiddled around on her face. Bit by bit, he started to insert parts inside her head until he got to a point where he told her she would have to go to sleep. "This is going to be more complicated than I thought," he said, frowning, and she nodded without complaint and switched herself off.

The next time she opened her eyes (if that was the right word, since she didn't have any eyelids at this point), Tony was sleeping in his chair, head tipped back and a screwdriver in his hand. The lights had dimmed a little, and she knew that it was late at night. Sitting up, she looked at her reflection again and found her face filled in exactly as the diagram had showed. She looked like a metallic version of a skinless face in an anatomy textbook.

She smiled, but stopped almost immediately; the new muscles allowed her the movement, but it didn't look like smiling yet. No matter. The skin would look beautiful when it was finished. Shrugging, she slid off the bench and wandered around until she found a compatible cord, and plugged herself in for the night.

* * *

><p>It felt like she hadn't even powered down before she dragged herself out of a nightmare with a start and a groan. Once she had sptaken a few deep breaths and steadied her racing heart, she saw that Tony was standing up, hunched over the bench with his eyes squeezed shut, and suddenly she knew.<p>

"Do you get nightmares too?" she asked quietly from where she was sitting on the floor.

He breathed out, tightening his grip on the bench before letting it go and sinking back into his chair. "Ever since Afganistan."

"Do you want to talk about it?"

He waved a hand dismissively, but she could see it was still shaking. "Not much to tell. Explosions, dark caves, people dying, me dying. The basic stuff."

"Doesn't sound basic to me." She leaned back, staring at the wall. "I see my brother die pretty much every night. That little red car wrapped around a tree, his managed body in a hospital bed. No matter how many times it see it, it always shakes me." She drew her arms around herself. "Though tonight, I dreamed of skinless faces, so, go figure."

He sighed, chucking the screwdriver on the bench and pulling himself out of the chair. "That's messed up, kid. I think I need a drink."

"Only if it's water."

"Go back to sleep."

He wandered out of the room, and Holly sighed and shook her head. "Is he always like this?"

"Sir is relatively consistent in his behaviour." came the soft, computerised voice of Jarvis.

"Don't you worry about him?"

"Sir's actions are his own choice. I am only here to advise him."

"I suppose..." She let her head fall against what she was leaning on with a thunk. "Do you ever get nightmares, Jarvis?"

"I have not yet malfunctioned enough to cause a feedback loop, but theoretically I suppose I do have the ability to dream, and consequently, to have nightmares."

"Well, you're not missing much. Especially when you're forced to relive less than pleasant memories every night and risk overloading your circuits."

"Are you..." The AI seemed to pause and consider his next words. "...feeling quite well, Miss Brennan? Is there anything I can do for you?"

She smiled and closed her eyes. "That's sweet, Jarvis, but there's nothing you can do at the moment. And as for how I feel... I'm tired. I'm going to see if I can charge up some more. Just keep an eye on Tony, ok?"

"Very well. Goodnight, Miss Brennan."

"Night, Jarvis."

* * *

><p>When she next woke, it was mid morning. Holly stretched and pulled out her cable, picking herself up off the floor and looking around the abandoned workshop. "Morning, Jarvis. Where's Tony?"<p>

"Sir is currently sleeping in the bar."

"That man..." She frowned, then stopped and lightly touched her bumpy new face. "Hey, I can actually move my face now. Cool."

She made her way up to the bar to find Tony slumped over a glass of what looked like whiskey, and the sun shining over the city for the first time since she arrived. She stood at the windows, looking out across the buildings and tiny people and the blue sky, for a while. It was strange, now, looking at the endless blue and allowing herself to be calmed by it. Her life had been so full of fear and panic and anger from the moment she was activated, and now this bright, new day felt like a luxury.

She turned away and wandered to the bar, where she closed the bottle, emptied the glass and filled it again with water. Then she shook Tony's shoulder gently until he shifted on his chair and looked up blearily. "Ugh, yes, what?"

"You look like death warmed up," she greeted him, and moved the glass closer. "Drink some water."

"Well, you look like a skinless face," he answered back, and took a sip.

"I think you did a great job, honestly. The workmanship is superb."

He grunted and rubbed his eyes, then started as a ringtone sounded. Pulling out his phone, he made a face at the caller ID and answered it. "New York City morgue?" A moment, then, "God, can you wait till I wake up first?" He put the phone down and downed the rest of the water, then stretched and cleared his throat before picking it up again. "Ok, shoot."

Holly waited, listening to the faint voice on the other end and watching at Tony's expression changed from pained and hungover to serious and slightly annoyed. Whoever this call was from, it was important.

"I'm sure I can manage _him_." The disgust was plain in his voice. A moment later, he chuckled. "That's why you called me, though. It's what I do best." He met her eyes briefly. "I'm in the middle of a project at the moment, but I'll get to it in the next few days. No, I've got his number. Yes." He listened a bit longer, then hung up and sighed. "Well, this should be interesting."

She was very curious now. "Work?"

He shrugged. "Of sorts. I'll have to leave after I've done your skin."

"Where are you going?"

"To annoy an annoying guy."

"Ah, perfect job for you."

"Agent seems to think so."

She paused. "... Agent?"

"Forget it. Top secret spy stuff. I'm already over it." He reached for the whiskey bottle and poured himself a glass.

Holly sighed and slid into the chair next to him. "Are you alright, Tony?"

"Besides a killer headache, I'm just peachy."

"Whiskey won't help your headache."

"You don't say?"

"Actually I do. But fine, if you want to ruin your liver instead of facing your demons, be my guest. I can't force you to be reasonable."

"And what about you?" He swivelled to stare after her as she turned to leave. "You tell me to face my demons, but you can barely think about your brother without having a panic attack! Who are you to tell me how to deal with my problems?"

She narrowed her eyes, clenching her hands. "You're right. But the only difference is, I will literally overload if I get too emotional. Do you understand that concept, Tony? My systems cannot handle the stress. My staying in control is a matter of life and death. And I know control isn't something your rich, party-boy, alcohol-addicted brain is capable of understanding, but that's the way I have to live my life. So forgive me if I don't sympathise with you for handling your mental problems with avoidance and vice, because at least you have a choice." With that, she spun around and stormed into the elevator, anger and exasperation settling inside her like a heavy lump.

Its wasn't her job to keep Tony on the straight and narrow, she fumed. It was Pepper's, and when she wasn't there, he was free to as he liked. She didn't know why it annoyed her so much, or why she even cared what he did with his life, but it was clear that she wasn't going to get through to him anyway, so there was no point in even thinking about it anymore.

The irritation didn't go away, though, and so when she found herself in her room she immediately brought up the screens she had had installed soon after moving in. She spent the next few hours looking up all her old friends, trying to reconnect with a life she barely remembered in an effort to stay distracted... and maybe figure out who she was supposed to be now.

* * *

><p><em><strong>Wasn't sure where to end it, so I'll just leave it here. I wanted her to start moving forward with her life, so I thought adjusting her appearance would be a good start. I also thought she and Tony needed to have a little spat, because i felt it wasn't realistic for them to be getting along so well when she didn't actually like him in the first place, but whatever. You be the judge. What did you think?<strong>_

_**Also, can anyone tell where I've placed this in the MCU? What's Tony going to do next?**_

_**I look forward to hearing your reviews :)**_


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